ByLaws



MASCAN
(Miniature American Shepherds of Canada)
Bylaws & Constitution

1. NAME, ADDRESS, NON- PROFIT STATUS
a) The name of this Club shall be: Miniature American Shepherds of Canada (MASCAN)
b) The Club's fiscal year is from January 1st to December 31st.
c) The address of MASCAN at the time of these Bylaws is:  The address of the current President or other address as decided by the Board of Directors.
 The business address of the Club may be changed at any time by a vote from the Board of Directors, without amendment to the Bylaws.
d) The Club shall not be conducted or operated for profit. No part of any profit or remainder or residue from dues or donations to the Club shall benefit or be distributed to any member.

2. OBJECTIVES
a) To promote and encourage quality breeding and raising of Purebred Miniature American Shepherds (MAS) as a small mirror-image of the full-size Australian Shepherd dog, to preserve the working attributes the intelligence, sound temperament, type, structure and good health of the breed.
b) To encourage all Members and Breeders to accept one breed standard for the Miniature American Shepherd as approved by The American Kennel Club (AKC), the only standard of excellence by which the Miniature American Shepherd shall be judged.
c) To safeguard the welfare of the breed and to encourage the learning and participation in all Miniature American Shepherd activities, including but not limited to: herding, conformation, obedience, agility, flyball, tracking, scent detection & barnhunt trials, and as companion dogs and therapy dogs.
d) To promote and encourage all Members to adhere to the "Breeder's Code of Ethics" as set forth by MASCAN.
e) To maintain a database of all Canadian resident MAS registered with the American Kennel Club. This database is to include all known health tests for each MAS, including any hereditary problems.

3. MEMBERSHIP
a) Membership shall be open to all persons who are in good standing with the Club and shall not be restricted on basis of race, colour, creed or sex, nor ownership of a Miniature American Shepherd.
b) Individual Membership- open to any individual over 18 years of age, and shall have one vote.
c) Family Membership- a two person membership with two votes, where both persons are of immediate family/ household. Both persons must be 18 years of age.
d) Junior Membership- open to any individuals who are less than 18 years of age with the sponsorship of an adult member. A Jr. Membership shall not have voting rights. There is no membership fee for Jr. Members.
e) A renewal application will be sent out a minimum of 30 days prior to membership expiration. All members applying for renewal, agree to have reread and consented to the clubs; Code of ethics, Bylaws, Registration rules and all rules of MASCAN.
f) Membership in the club is Non transferable and membership dues received are Non refundable.
4. ELECTION OF MEMBERS
a) Each applicant for membership shall apply on a form approved by the Board of Directors.
b) The application must state the applicants Full name(s), address and must include the applicant’s signature(s). By signing the application, the applicant agrees to abide by the clubs; Code of ethics, Bylaws, Registry rules and all rules of MASCAN.
c) The application shall be accompanied by the membership dues for the current year, as determined by the Board of Directors.
d) Applications must be approved by the Board of Directors at their next meeting. Three votes against the applicant shall result in the refusal of club membership. The Board of Directors reserves the right to refuse membership to any applicant(s) whose conduct has or is likely to endanger the welfare and character of MASCAN.
5. TERMINATION OF MEMBERSHIP
a) By Resignation- Any member may resign from MASCAN by written request to the Board of Directors. Membership dues will not be refunded and person may reapply as a new member at any time.
b) By Lapsing- Membership shall be deemed as lapsed and expired, if the member does not return their renewal application within 60 days after the due date. Any member who lets their membership expire (after 60 days), must reapply as a new member.
c) By Suspension- Any complaints regarding another member must be submitted in writing to the Board of Directors. Complaints will be addressed at the Board of Directors next meeting. Notice of the complaint shall be sent to the accused, so that he/she may attend the next meeting and offer an explanation. A member will be immediately suspended from membership of MASCAN if at the meeting, a resolution to suspend the accused is passed by 75% or more of the Board of Directors. Suspended members may reapply for membership after 1 year from suspended date. For minor offences, a written warning will be sent to the accused, giving them another chance to abide my all MASCAN rules.
d) Permanent Expulsion- Any member who is convicted of charges of animal neglect, abuse, cruelty, or any other charges related to endangerment of animals shall be permanently expelled from the club MASCAN.

6. OFFICERS AND DIRECTORS
a) Board- The Board of Directors shall consist of a President, Vice President, Secretary and Treasurer, hereafter called Officers, plus 2-4 other Board members, hereafter called Directors. The Board of Directors shall be responsible for the general management of the Clubs affairs. All Board members must remain members of good standing within MASCAN. Persons who are suspended or expelled may not run for office or hold office in the Club until they are reinstated.
b) Officer Duties- The President shall preside over all meetings, Chair the Board and exercise supervision over all affairs and activities of MASCAN. The President shall have all powers and duties normally accorded to the office. The Vice President shall assume the duties of the President during their absence. The Vice President shall be responsible for monitoring the Clubs Bylaws and Code of Ethics and ensuring the Board of Directors is in compliance at all times. The Secretary shall conduct the general correspondence of MASCAN and shall keep complete and accurate minutes of all meetings held with MASCAN including voting and attendance records of all Board members. Club minutes shall be made available to any member in a timely manner upon request. The secretary shall issue notices of meetings and notify any Officer or Director of their election to office. The Treasurer shall conduct and disperse all Club finances as directed by the Board of Directors while keeping complete and accurate accounts of the Clubs funds. The Treasurer shall report the condition of the Clubs finances at Board and Membership meetings and shall supply the Secretary with a backup of records at least quarterly. The Treasury books shall be open for inspection by all Board members at any given time and shall be audited at the end of every term or upon replacement of the Treasurer.
c) Terms and Vacancies- Officers and Directors shall be elected for 2 year terms and shall serve until their successors are elected. The terms for all Board members begin on the first day of February and end on the last day of the second following January. The Board members shall attend at least 75% of the Board meetings while giving input and voting on all issues before the Board. Any Board member who fails to attend 75% of the meetings within a 6 months period may be removed from office. Extenuating circumstances will be taken into consideration on an individual basis. Any vacancy within the Board of Directors, within the 2 year term shall be filled by a majority vote of the remaining members of the Board until the next election. A vacancy in the office of President shall be automatically filled by the Vice President and the resulting vacancy in the office of Vice President shall be filled by the remaining Board members.
7. MEETINGS
a) Membership Meeting- There shall be at least 1 Membership Meeting held annually. The date and place for such meeting shall be determined by the Board of Directors and notification shall be sent to all Members by mail and/or email, by the Secretary, at least 30 days prior to such meeting. The quorum for the Membership Meeting shall be 10 percent of the Club Members in good standing.
b) Special Membership Meeting - A Special Membership Meeting shall be summoned by the Secretary upon receipt of a petition signed by 10 percent of the Club Members who are in good standing. The date and place for such meeting shall be determined by the President or the Board of Directors and notification shall be sent to all Members by mail and/or email, by the Secretary, at least 15 days prior to the date of the meeting. The notification shall state the purpose of the meeting and no other Club business may be discussed.  The quorum for a Special Membership Meeting shall be 10 percent of the Club Members in good standing.
c) Board Meetings- The Board of Directors shall meet to conduct business of the Club MASCAN. The first meeting of the Board shall be held within 30 days following the new Board taking office. All subsequently scheduled meetings shall be determined by the Board, but shall not be scheduled less then quarterly, with at least 7 days notice given to all Board Members.
d) Special Board Meetings- Special Meetings of the Board may be called by the President or by a majority vote of the Board of Directors. Special Board Meetings will be called only in case of an emergency, and no other business but the emergency may be discussed at such meeting.

8) Nominations and Elections
Section 1. Nominations.
a. The Board of Directors shall choose a Nominating Committee of three to five Members, not more than one of whom may be a current member of the Board. Selection of these committee members by the Board should, as best as possible, reflect and represent the broad geographic area of the Club. The Board shall name the Chair of this committee. This committee shall conduct its business by mail and, where appropriate, by e-mail.
b. The committee shall nominate from among the eligible members of the Club not more than one candidate for each Officer and Director. The Chair of the committee shall procure the acceptance of each nominee. Geographical representation shall be considered by the committee but it shall not be bound by such consideration.
c. The committee shall submit its slate of candidates to the Secretary not later than 4 months prior to an election. The Secretary shall notify each voting member (by mail or e-mail) of this list of candidates no later than 3 months prior to the election.
d. Additional nominations may be made by written petition to the Secretary indicating the acceptance of the nominee and the signature of at least two other voting members of the Club. Such petition must be received by the Secretary within 45 days of the election.
e. If no valid additional nominations are received within 45 days of the election the committee’s nominees shall be declared elected and balloting shall not be required.
f. If one or more valid additional nominations are received by the Secretary within the time limit described above a ballot for the contested position(s) shall be mailed to each voting member no later than 30 days prior to the election.
Section 2. Elections.
a. Ballots shall be counted at a time and place approved by a majority vote of the nominating committee.
b. The candidate receiving the most votes shall be declared elected. In the case of a tie vote, a vote of the Board of Directors shall determine the winner.



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