ARTICLE II

MEMBERSHIPS

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of this Club. A member shall be deemed to be in good standing when (a) all dues and other obligations owing to the GRCA by such member are current, and (b) such member's membership has not lapsed or terminated in any manner, and (c) such member has not been suspended or expelled per the provisions of these Bylaws. A member club shall be deemed to be in good standing when (a) all dues and other obligations owing to the GRCA by such member club are current. If after 60days’ notice, the member(s) does not resolve the obligation, the member(s) will be subject to appropriate disciplinary action, up to and including expulsion.

A. INDIVIDUAL: Each applicant for membership shall apply on a form approved by the Board of Directors (hereinafter sometimes referred to as the “Board”) which shall provide that the applicant agrees to abide by these Bylaws and the rules of the American Kennel Club. The application shall state the name and address of the applicant. The application shall be submitted to the Treasurer together with the current year’s dues. The Treasurer shall submit the name of the applicant to the Board for approval. If no objection to the applicant is raised by a Director within thirty days after the applicant’s name is submitted to the Board, the applicant shall be deemed elected to membership. If an applicant is objected to by a Director, the Treasurer shall instruct the Secretary to prepare a written ballot with the applicant’s name for a formal vote by the Board. An affirmative vote by a majority of the entire Board shall be required to elect an applicant objected to by a Director. An application which has not been approved by the Board may be presented by a Club member at the next Annual Meeting of the Club and the Club may elect such applicant by an affirmative 2/3 vote of the members present and voting, provided a quorum as specified in Article IV, Section 1, of these Bylaws is present.

If the application is again denied, or should the applicant not be presented for a membership vote at an annual meeting, another application may be made one year following the initial application or the annual meeting at which the application was denied, whichever is later.

B. FAMILY: A family membership shall be limited to two adult (18 years of age and older) members in a family, each to have voting privileges, except that junior (17 years of age and younger) members of the same family, residing in the same household, shall enjoy all the rights and privileges of the Club except the right to vote and hold office. The two adult members shall be identified by name on the membership application form and the procedures for election to membership shall be the same as provided in Section 2, subdivision A of this Article.

C. MEMBER CLUB: A local Golden Retriever specialty club wishing to become a member club of the Golden Retriever Club of America must have received in writing approval from the American Kennel Club to hold informal Sanctioned B events and it shall expressly agree to abide by these Bylaws. An applicant for club membership shall file its application with the Secretary, together with a copy of its bylaws, a copy of its letter of approval to hold Sanctioned B events from the American Kennel Club, and a list of its officers, directors, members and their addresses. The application shall be accompanied by the current year’s dues. An affirmative vote by a majority of the entire Board shall be required to elect an applicant.

D. LlFE MEMBERS: Any past or present member, having rendered outstanding service to the Club, may be proposed by a member of the Board for election to life membership at any Annual Meeting of the Club. Any individual so proposed shall have been an active member of the Club for at least 15 years. Election shall be by an affirmative 2/3 vote of the members present and voting, provided a quorum is present. In the event there is not a quorum at an Annual Meeting at which life memberships are to be voted upon, the newly elected board can approve such memberships. Such members shall be exempt from payment of dues and shall have the rights, privileges and duties of membership, including the rights to vote and hold office.

E. HONORARY MEMBERS: Any individual who has rendered exceptional service to the Club or to the breed may be proposed by a member of the Board for election to an honorary membership. Election shall be by an affirmative 2/3 vote of the entire Board. Such member shall be exempt from payment of dues and shall have all the rights, privileges and duties of membership except the rights to vote and hold office. The recipient shall be given an appropriate notification of the honor. Any honorary member shall have the option of holding active membership with all the rights, privileges and duties thereof, by payment of the annual dues.

No member may vote whose dues are not paid for the current year.

A. BY RESIGNATION: Any member or member club in good standing may resign from the Club upon written notice to the Secretary; but no member or member club may resign when in debt to the Club. Obligations other than dues are considered a debt to the club and must be paid in full prior to resignation.

B. BY LAPSING: A membership shall be considered as lapsed and automatically terminated if such member’s dues remain unpaid 60 days after the first day of January; however, the Board may grant an additional 30 days of grace to such delinquent members in meritorious cases. In no case may a person or member club vote at any Club meeting or any Club election whose dues are unpaid as of the date of that meeting or election.

C. BY EXPULSION: A membership may be terminated by expulsion as provided in Article VIII, Section 4 of these Bylaws. If one member of a family membership is expelled, the remaining family member may continue as a single member. Any member so expelled may not reapply for membership, and is no longer eligible for a single or family membership.

ARTICLE III

OFFICERS AND DIRECTORS

A. TERMS OF OFFICE: The President, Secretary and Treasurer shall be elected from the membership at large without regard to their Region of residence. The President shall be elected for a term of one Official Year as defined in Article VI, Section 1, of these Bylaws. The Secretary and Treasurer shall be elected in alternate years, each for a term of two consecutive Official Years. Each of the Regions as provided in Article V shall be represented by one Vice President and two Regional Directors, all of whom shall reside in the Region they represent. Each Vice President shall be elected for a term of two Official Years. In alternate years one Director from each Region shall be elected for a term of two consecutive Official Years.

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The elected Officers and Directors shall take office immediately upon the conclusion of the Annual Meeting and each retiring Officer or Director shall turn over to his or her successor in office all properties and records relating to that office within 30 days after the election.

(2)

No member may hold an office or remain on the Board for more than six consecutive Official Years, except that, serving less than twelve months of an unexpired term shall not be considered as one of the six.

B. ELIGIBILITY FOR THE BOARD OF DIRECTORS: No person may be elected to the Board who has not been a member of the Club in good standing for a minimum of four consecutive years prior to the election. Only one person from an individual household may be nominated to or serve on the Board at any one time. Board members shall be residents of the United States of America.

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 Bylaws. The President shall be an ex officio member, without voting privileges, of all committees except the Nominating Committee.

B. THE VICE PRESIDENTS in order shall assume the duties and exercise the powers of the President in case of the President’s death, absence, resignation or incapacity. The Vice Presidents shall function to coordinate within their regional boundaries activities which support the principles and further the objects of the Club, and to provide their constituents greater access to, and utilization of, the resources of the Club.

C. THE SECRETARY shall keep a record of all meetings of the Club and of the Board and of all votes taken by mail, and of all matters of which a record shall be ordered by the Club. The Secretary shall have charge of the correspondence, notify members of meetings, 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 and receive all monies due or belonging to the Club and shall deposit the same in a bank approved by the Board, in the name of the Club. At all times the books shall be open to inspection by the Board and the Treasurer 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 monies received and expended during the previous fiscal year. Within 60 days of the end of the fiscal year, the Treasurer shall insure that all accounts of the Club are audited at the Club’s expense by a Certified Public Accountant who shall be retained by the Board. The auditor’s report may serve as the Treasurer’s annual report to the membership and the Board. It shall be published in the November/December issue of the Golden Retriever News and the Treasurer may have copies available at the Annual Meeting. The Treasurer shall keep a roll of the members of the Club with their addresses and shall be responsible for notifying new members of their election to membership. The Treasurer shall be bonded in such amount as the Board shall determine.