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BYLAWS SECTION 200: ORGANIZATION
ADOPTED: APRIL 28, 1987
LAST REVISED: DECEMBER 1, 2003
These by-laws repeat or amplify administrative procedures and methods set forth in the articles of incorporation of Alaska Search and Rescue Dogs, (hereafter called “the organization”) which is based in Anchorage, Alaska and organized in 1987 under the statutes and codes of the State of Alaska and the United States of America. No statement contained herein shall be in derogation of those articles of incorporation.
The name of this organization is “Alaska Search and Rescue Dogs” and the only official abbreviation of that name is “ASARD”.
The period of duration of this organization shall commence on the date that the articles of incorporation were subscribed to by the incorporators, and their signatures duly noted, and shall continue in perpetuity or until the Board of Directors completes a final dissolution of the organization in accordance with the articles of incorporation and the by-laws of the organization.
The purposes of this organization are exclusively charitable and educational. The specific purposes are:
204.10 – To furnish highly trained volunteer teams of dogs and dog handlers for search and rescue work, for the benefit and welfare of the community.
204.20 – To organize and support the continuing education and training of dogs, dog handlers and support personnel in accepted search and rescue methods.
204.30 – To increase public awareness of search and rescue trained dogs by providing informational and educational programs and demonstrations to institutions, agencies and community organizations.
205.10 TYPES OF MEMBERSHIP
This organization shall have the following types of members: Operational, Training, Senior, Support, and Honorary.
205.101 Operational Membership – Open to all persons at least twenty one (21) years of age who complete the mission ready requirements set forth in Section 300 and are deemed mission ready by the Board of Directors.
205.102 Training Membership – Open to all persons at least twenty one (21) years of age who meet the organization’s requirements for training membership.
Time is allowed for the training member to complete the organization’s operational requirements and be deemed mission-ready by the Board of Directors.
The Board of Directors may grant extensions to the training period. If no extension is given training members may request support membership.
205.103 Support Membership – Open to all persons at least twenty one (21) years of age who desire to support the organization as outlined in Section 303.30. A support member shall contribute to the activities and goals of the organization.
205.104 Honorary Membership – Open to those persons who have made outstanding contributions to the purposes, activities and goals of the organization as determined by the Board of Directors. They do not pay dues and do not have voting rights.
205.105 Senior Membership – Open to all persons who have been a member of the organization for five (5) years and have attained operational membership in any search disciplines.
205.20 APPLICATION FOR MEMBERSHIP
205.21 New applicants for membership shall apply on a form approved by the Board of Directors.
Applications shall be submitted to the Board of Directors and either accepted or rejected by the Board of Directors no later than the next regular Board meeting. Notice of such action shall be given to all members in a timely fashion. Prorated dues and any initial fees shall be assessed upon acceptance by the Board of Directors.
205.22 Members who desire a change in membership status shall request changes in writing to the Board of Directors.
205.30 VOTING RIGHTS
Each operational, training, senior or support member shall have one (1) vote for each matter under consideration at membership meetings.
205.40 TERMINATION OF MEMBERSHIP
Membership in the organization may be terminated by:
205.41 – Resignation – Any member may resign by notifying the Board of Directors in writing of such intent. Resignation shall not relieve the resigning member of any assessments or other charges.
205.42 Lapsing – Any membership will be considered as lapsed and automatically terminated in any of the three (3) following circumstances:
205.421 – If member dues remain unpaid ninety (90) days after they are due.
205.422 – If a training member fails to be accepted into operational membership within the designated period and does not request support membership.
205.423 If a support member fails to contribute to the organization as determined by the Board of Directors.
205.43 – Voluntary Suspension – Any member may request a voluntary suspension of their membership not to exceed one (1) year in length by notifying the Board of Directors.
205.50 REINSTATEMENT OF MEMBERSHIP
205.51 – Members who are terminated for any reason need to apply as a new member.
205.60 DISCIPLINARY ACTION AND EXPULSION
205.61 The Board of Directors shall be charged with the enforcement of ASARD’s By-laws, Standards and Policies. The Board of Directors may discipline or expel any member by a majority vote if they deem that the actions of the member or dog have hindered the operations or negatively affected the reputation of the organization, pursuant to Sections 205.611 and 205.612.
205.611 Direct Violation – Violation of the by-laws, articles of incorporation, policies, procedures, rules or regulations currently in effect for the organization.
205.612 Detrimental Conduct – Conduct detrimental to the interests and objectives of the organization.
206.10 ANNUAL DUES
Each year the Board of Directors shall determine the annual dues that will be paid to the organization by each type of member and they will determine the due date.
207.10 ANNUAL MEETING
An annual meeting of the general membership shall be scheduled during the first quarter of each year, for the purposes of electing officers and for the transaction of such other business as may come before that meeting. If a majority of the members are unable to attend, the annual meeting shall be rescheduled. Notice will be given fifteen (15) days in advance.
207.20 REGULAR MEMBERSHIP MEETINGS
Regular meetings of the general membership shall be scheduled for the purposes of training and conducting the business of the organization.
207.30 SPECIAL MEMBERSHIP MEETINGS
Special meetings of the general membership may be called by an officer, the Board of Directors, or not less than one-quarter (1/4) of the voting membership.
207.40 AGENDA AND ORDER OF BUSINESS
All agendas or orders of business not otherwise provided for in these by-laws, shall be governed by the procedures set forth in Robert’s Rules of Order.
207.50 NOTICE OF MEETINGS
Notice shall be given of the time, date and place of any meeting of the general membership in a timely fashion prior to that meeting. Notification shall be made by or at the direction of the unit leader and shall state the purpose of the meeting, if it is a special meeting.
207.60 INFORMAL ACTION BY MEMBERS
Any action required by the by-laws to be taken at a meeting of the general membership, may be taken without a meeting if consent in writing, setting forth the action to be taken, is signed by three-quarters (3/4) of the voting membership with respect to the subject action therein.
One-quarter (1/4) of the voting membership shall constitute a quorum at membership meetings. Such members shall either be present or be represented by written proxy. If a quorum is not present, the members present shall take action only to adjourn the meeting except at the annual meeting where the order of business requires elections of officers.
207.80 ABSENTEE VOTING
At any meeting, a voting member may cast his or her vote in absentia, if executed in writing by the member. Absentee votes shall only be valid for published agenda items.
208 ELECTION OF OFFICERS
Officers shall be elected at the annual meeting at the conclusion of unfinished business. Officers shall serve for two (2) years or until their successors are elected. Terms of office shall begin immediately after the election. Unit Leader, Secretary, and Member-at-Large shall be elected in even years. In odd years the Treasurer and Assistant Unit Leader shall be elected.
208.11 A list of board officer candidates shall be submitted by the membership nominating representative fifteen (15) days prior to the annual meeting. The membership nominating representative shall be selected by the membership.
208.12 Additional Nominations – Additional nominations may be made anytime before the annual meeting by any voting member provided that the member nominated accepts the nomination or provided further, that if the member nominated is not present, that there shall be presented to the secretary, a written statement from the nominated member(s), signifying a willingness to be a candidate. No member may be a candidate for more than one (1) office.
One (1) week before the annual meeting if there remains no nominee for an open position, the Board of Directors shall nominate a candidate for that position.
208.20 ELECTION PROCEDURES
208.21 Voting – The nominated candidate for each office receiving the greatest number of votes shall be declared elected. Absentee votes received up until the time of the election shall be accepted. Proxy votes shall not be accepted. Only current voting members shall have a vote.
208.22 Acclamation – If there is only one (1) candidate for an open position, that candidate may be declared elected by acclamation at the conclusion of the meeting.
209 THE BOARD OF DIRECTORS
The governing body of this organization shall be its Board of Directors. The number of directors shall be five (5) consisting of the officers of the organization: the unit leader, assistant unit leader, secretary, treasurer, and member-at-large.
209.10 GENERAL POWERS
The Board of Directors shall perform such duties as may be assigned by the general membership, which include:
209.101 Determining and approving the all budgetary and money matters. 209.102 Determining and conducting all corporate business. 209.103 Determining organizational policies and procedures.
209.20 REGULAR BOARD MEETINGS
A regular meeting of the Board of Directors shall be called by the unit leader at least quarterly. Minutes shall be distributed to the membership within ten (10) days of each meeting.
209.30 SPECIAL BOARD MEETINGS
The unit leader or two members of the Board may call a special meeting of the Board. Written notice of such a meeting shall be given at least one (1) week prior to the meeting date. An emergency meeting, in cases of extreme urgency, may be arranged by telephone or electronic mail with twenty-four (24) hour notice. Notice of special and emergency meetings of the Board shall be made to the general membership as soon after the meeting as possible.
A quorum shall be a majority of the Board of Directors.
209.50 FORMAL ACTION BY THE BOARD
209.51 – Any action voted upon by a majority of the Board shall be formal action of the total Board, provided a quorum is present.
209.52 – Any action of the Board may be overruled by a three-quarters (3/4) vote of the voting members at a regular or special meeting of the general membership.
Vacancies on the Board of Directors shall be filled at the direction of the Board for the remainder of the term of the vacant office.
The election of any member of the Board of Directors may be recalled by a three-quarters (3/4) vote of the voting membership. The procedure for recall shall be initiated by at least one-quarter (1/4) of the voting membership signing a recall petition. Recall action may only be initiated by and voted upon by current voting members.
210.10 UNIT LEADER
The unit leader shall be the principal executive officer of the organization and shall in general, supervise the business and affairs of the organization. The unit leader shall preside at all meetings of the general membership and Board of Directors. The unit leader is empowered to sign, along with another officer properly authorized by the Board of Directors, any deeds, mortgages, bonds, contracts or other official instruments that the Board has authorized to be executed. The Unit Leader shall have the casting (tie-breaking) vote at all meetings. The unit leader position shall be filled by an operational or senior member.
210.20 ASSISTANT UNIT LEADER
The assistant unit leader, in the absence of the unit leader or in the event of an inability or refusal to act by the unit leader, shall perform the duties of the unit leader and when so acting, shall have both the powers and the responsibilities of the unit leader. The assistant unit leader shall perform other duties as may be requested by the unit leader or the Board of Directors.
The secretary shall perform or delegate such duties as may be requested by the unit leader or the Board of Directors, which include:
210.31 – Keeping the minutes of meetings of the general membership and Board of Directors and making those minutes available to the membership on request or as prescribed elsewhere in the by-laws.
210.32 – Maintaining general membership information which shall include addresses, phone numbers, certifications, and activities.
210.33 – Seeing that all official notices are duly given in accordance with these by-laws or as required by law.
The treasurer shall perform such duties as may be requested by the unit leader or the Board of Directors, which include:
210.41 – Acting as custodian with charge and responsibility for funds, securities and bonds of the organization and receiving and issuing receipts for dues and payable monies from any sources.
210.42 – Reporting to the general membership quarterly the condition of finances of the organization and rendering an account of all monies received and expended during the year ending December 31st.
210.43 Prepare the financial records suitable for auditing each year by the Board of Directors.
Member-at-large shall perform such duties as assigned by the Unit Leader or Board of Directors.
The unit leader or the Board of Directors may appoint committees of members to further the work of the organization.
211.10 Appointments – Upon taking such action, the Board of Directors shall also appoint a committee chairperson, specify the duration and responsibilities of the committee, fill vacancies on the committee and either modify or terminate such committees as they see fit.
211.20 Methods of Operations – These committees may adopt their own methods of operation. Such methods shall be consistent with the by-laws, articles of incorporation, policies, procedures, rules and regulations of the organization.
212 BUSINESS MATTERS
212.10 CONTRACTS – The Board of Directors may authorize any officer or agent of the organization, in addition to any duly authorized officer, to enter into any contract or execute and de-liver any instrument in the name of and on behalf of the organization. Such authority may be in general or confined to specific conditions.
212.20 CHECKS, DRAFTS OR ORDERS FOR PAYMENT – All checks, drafts or orders for payment shall be signed by the Treasurer or other duly authorized officer. All payments shall be made only as directed by the Board of Directors.
212.30 DEPOSITS – All funds of the organization shall be deposited to the credit of the organization in such banks, trust companies or other depositories as the treasurer may select with the approval of the Board of Directors.
213 RESERVED FOR FUTURE USE
214.10 FINANCIAL YEAR – The financial year for the organization shall be a calendar year beginning on the first day of January and ending on the last day of December.
214.20 WAIVER OF NOTICE – Whenever any notice is required to be given under provisions of the Alaska Non-Profit Corporation Act (AS 10.20) or under the provisions of the articles of incorporation or the by-laws of the organization, a waiver thereof, in writing, signed by the person or persons entitled to such notice and filed with the secretary or treasurer, shall be deemed equivalent to such notice.
214.30 AMENDMENTS – The by-laws of the organization, Section 200 may be amended or repealed by a three-quarters (3/4) vote of the voting membership. Written notice of such proposed action shall be made to the general membership by mail or electronic mail. The proposed action shall be presented at a regular meeting and voted upon at a following regular meeting or a special meeting of the general membership.
215.10 – The organization may be dissolved at any time with the written consent of not less than three-quarters (3/4) vote of the voting members and a majority vote of the Board of Directors at a special meeting called for that purpose.
215.20 – After payment of all debts and liabilities, the property and assets of the organization shall be disposed of exclusively for the purposes of the organization, in such manner or to such organization(s) organized and operated exclusively for similar charitable and educational purposes, as shall at that time qualify as an exempt organization under Section 501 (c)(3) of the Internal Revenue Code of 1954 (or the corresponding provisions) of any future United States Internal Revenue Law as deter-mined by the Board of Directors.
ALASKA SEARCH AND RESCUE DOGS
ADOPTED: APRIL 28, 1987
LAST REVISED: DECEMBER 1, 2003