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Florida Dairy Goat
Association Constitution
CONSTITUTION OF THE FLORIDA DAIRY
GOAT ASSOCIATION, INC;
Preamble:
With the
object in view of developing and promoting the Dairy Goat and
with a spirit of cooperating in every way with all other
organizations promoting goats in general, we, the members do
hereby adopt this Constitution as the fundamental law of The
Florida Dairy Goat Association, Inc.
Article 1
– Name
Section 1.
The name of this organization shall be The Florida Dairy Goat
Association, Inc. (hereinafter referred to as FDGA).
Article II
– Purpose
Section 1.
FDGA is an organization whose purposes shall be the development
and promotion of the Dairy Goat; the encouragement of closer
fellowship among members through meetings, correspondence,
circulation of useful information, news, and ideas; and the
cooperation with other organizations in the development and
promotion of goats in general.
Article
III – Location and territory
Section 1.
The home office of FDGA shall be the address of the Secretary,
or as otherwise designated by the Board of Directors.
Section 2. The territory of
operation shall be the United States and its possessions and
such areas as shall request membership and/or services.
Article IV
– Membership
Section 1.
Any Individual 18 years of age or over, family, farm, firm,
association or corporation interested in the breeding, sale or
promotion of Dairy Goats in general, is eligible for a voting
membership upon making application and paying annual dues. Such
member shall abide by and be bound by the Constitution, By-Laws,
rules and regulations of FDGA now in force and by which
hereafter are adopted by the members.
Section 2.
An Honorary member may be any person engaged in a profession
which serves agriculture and/or goats in general when proposed
by a member in good standing and approved by a majority of the
voting body.
(a) Honorary members do not pay dues, nor do they
vote.
Section 3.
The Annual Meeting of the members shall be held in June of each
year, at any place, or at any time, as deemed necessary and
designated by the Board of Directors. The membership shall be
notified of the Annual Meeting at least 60 days in advance of
said meeting, excepting in the event of unforeseen, unavoidable,
or irreparable circumstances.
Article V
– Officers and Directors
Section 1.
The Officers of FDGA shall be the President, Vice-President,
Secretary, and Treasurer. Section 2. The Officers shall
supervise the business of FDGA as ordered by the Board of
Directors in accordance with the Constitution and By-Laws.
Section 3. These Officers and five Directors-at-Large shall
constitute the Board of Directors of FDGA.
Section 4. This Board of Directors shall have general
supervision over FDGA affairs and have the power to enforce the
rules and regulations in accordance with this Constitution and
By-Laws.
Article VI
– Committees
Section 1.
The President shall create committees necessary for the orderly
operation and progress of FDGA. Committee chairs shall be
responsible for providing written reports of committee
activities to the Board of Directors at scheduled membership
meetings, meetings of the Board of Directors, and for each
edition of the Newsletter.
Article
VII – Audit
Section 1.
The accounts of FDGA shall be audited annually no later than
July 31 for the previous fiscal year, by three members appointed
by the president. Such audit shall include a balance sheet
showing the true assets and liabilities and an itemized
statement of all expenses for the period under review. The
results of said audit shall be printed in the first issue of the
FDGA Newsletter following the completion of the audit.
Article
VIII – Amendments
Section 1.
Proposed amendments to this Constitution shall be submitted to
the Secretary in the form of a written petition, signed by no
less than ten members in good standing, or by at least three
members of the Board of Directors, or prepared by the Committee
on Constitution and By-Laws, as provided in FDGA By-Laws,
Article X.
Article IX
– Procedures
Section 1.
The issue on all voting shall be determined by a simple majority
of the votes cast, unless otherwise specifically provided for in
the By-Laws.
Section 2.
On all questions of parliamentary procedure, Robert’s Rules of
Order Newly Revised in Brief shall govern.
Section 3.
Final decision as to interpretation of any procedure in the
Constitution and By-Laws shall be determined by the current
Board of Directors.
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BY-LAWS OF THE FLORIDA
DAIRY GOAT ASSOCIATION, INC.
Preamble:
With the
object in view of providing regulations favorable for the
implementation of, and pursuant to, the Constitution of The
Florida Dairy Goat Association, Inc. (hereinafter referred to as
FDGA), we the members do hereby adopt these By-Laws.
Article 1
– Membership
Section 1.
Applications/renewals/updates for membership shall be directed
to the Treasurer. Applications/renewals shall be accompanied
with payment of annual dues. Applications/renewals shall be
made in writing in the form and manner prescribed by FDGA. The
Treasurer shall forward to the Secretary and FDGA Newsletter
editor the information as provided on the form by the member.
Section 2.
Annual dues shall be determined by the general membership and
shall be printed in FDGA’s Newsletter and made available in
advertisements of FDGA..
(a)
Membership dues shall be
due and payable at the beginning of the fiscal year which
shall run from July 1 through June 30.
(b)
Dues of members unpaid by
July 31 of the current year shall be considered in arrears
and their membership shall lapse as of August 1.
Section
3. Each paid membership shall be entitled to one vote.
Section 4.
A minimum quorum of 15 members of the general membership in good
standing must be present, requiring a two-thirds majority of
votes, in order to transact business at any general membership
meeting.
Section 5.
At each meeting of the membership, the Officers and Committee
Chairs shall submit a written report of all actions taken since
the previous meeting.
Section 6.
Special Meetings of the membership may be called by the
President or Board of Directors as necessary to conduct the
affairs of FDGA.
(a)
Written notice shall be
mailed to all members at least 15 days prior to meetings.
(b) The business
transacted shall be limited to that stated in the notice..
Section 7.
Complaints against FDGA or any individual member shall be
submitted to the Secretary in writing and shall be accompanied
by a deposit of 25 dollars ($25.00)
(a) The Secretary shall
submit said complaint to the Board of Directors for action at
the
next regularly scheduled Board Meeting.
(b) Such action may
include censure, removal from office or committee(s), or removal
from
membership.
(c) If said complaint is
determined to be justified, the deposit shall be returned to the
complainant.
Article II
– Officers
Section 1.
Elected officers shall hold office for a term of one year.
(a) Elected
officers shall hold office for no longer than three years in
succession in which
any portion of any one term is served.
(b)
In the event an officer’s
position (with the exception of the President, who shall be
succeeded by the current Vice-President) is prematurely vacated
(a member accepted
the position and served in that capacity), a replacement shall
be determined and duly
appointed by a majority vote of the current Board of Directors
for the completion of
that term.
(c)
Such
replacement officer shall be eligible to serve three consecutive
terms if duly
elected to that position
Section 2.
President
(a)
The President, as Chief
Executive Officer shall maintain general supervision of the
affairs of FDGA, subject to the Constitution and By-Laws.
(b)
The President shall preside
at all meetings and shall report to the members.
(c) The
President may vote at meetings of the membership when necessary
to secure a
two-thirds majority in order to transact business or when voting
is by written ballot.
(d) The
President may present proposals to the Board of Directors or to
the membership
pertaining to administrative policy, either orally or in written
form and/or may choose
to do so by means of separate and independent mailings, or by
means of FDGA’s
Newsletter.
Section 3 –
Vice-President
(a) The
Vice-President shall, in the absence, inability or failure of
the President to act,
perform the duties required of the President.
(b) In
the event the Office of President becomes vacant, the
Vice-President shall assume
that Office for the remainder of the current year and a
Vice-President shall be
appointed in accordance with FDGA By-Laws, Article II, Section
1(b).
Section 4 –
Secretary
(a) The
Secretary shall be the corresponding and recording officer of
FDGA and shall
perform such other duties as are incident to this office.
(b)
The Secretary shall issue
all notices of meetings and execute all orders of the Board of
Directors.
(c) The
Secretary shall send to each member a notice of the place, day,
and hour of the
Annual Meeting. Such notice shall be mailed or delivered to the
members in FDGA’s
Newsletter in the event of a regular meeting. In the event of a
Special Meeting,
notification shall be postmarked at least 15 days prior to the
time the meeting is to be
held. If said notice is mailed to the last known residence or
place of business of any
member, such mailing shall constitute proper notice under this
section.
(d)
The Secretary shall be
responsible for maintaining permanent records of all Board of
Directors meetings, membership meetings, and all pertinent legal
information for FDGA.
(e)
The Secretary shall provide
a complete listing of all members, including the first and
last name, address, phone number, e-mail address (if available),
and website address
(if available) by August 1 of the current fiscal year. The
Secretary shall forward said
listing to the President, FDGA Newsletter editor, and website
administrator (if
applicable), and shall be responsible for maintaining an
up-do-date membership list.
Section 5.
Treasurer
(a) The Treasurer
shall collect all dues and other monies received, depositing
them in a
local branch of a statewide banking institution determined by
the Board of Directors as
provided under FDGA By-Laws, Article IV, Section 5.
(b)
The Treasurer shall pay all
bills, reporting same in detail at each regular meeting of the
members, at each Board Meeting, and through each issue of FDGA’s
Newsletter.
(c)
The Treasurer shall be the
responsible contact person for maintaining the corporate
status of FDGA.
(d) The
Treasurer shall keep books of accounts using a standard method
of bookkeeping
determined by the Board of Directors and shall prepare a report
for the Annual
Meeting, showing receipts and disbursements, with a statement of
the financial
condition of FDGA.
(e) The
Treasurer shall provide any additional financial information
requested by a member
at any time during the fiscal year. This information shall be
provided within 15 days
of receipt of a written request from the member.
Article
III – Directors
Section 1.
Elected directors shall hold office for a term of two years.
(a) Elected
directors shall hold office for no longer than two terms in
succession in which
any portion of either term is served.
(b) In
the event a director’s position is prematurely vacated (a member
has accepted the
position and served on the Board of Directors), a replacement
shall be determined and
duly appointed by a majority vote of the current Board of
Directors for the completion
of that term.
(c) Such
replacement director shall be eligible to serve two additional
two-year
consecutive terms if duly elected to that position.
Section 2.
Directors shall serve as a liaison between the members and the
Board of Directors.
Article IV
– Board of Directors
Section 1.
The Board of Directors shall consist of the four duly elected
Officers and five Directors.
(a)
The President shall be the
Chairman of the Board of Directors.
(b) The
President may vote only in the event of a tie vote.
Section 2.
The newly elected Board of Directors shall meet prior to the end
of the Annual Conference to discuss plans and appoint committees
for the coming year.
Section 3.
The President shall call Board of Directors meetings necessary
to conduct the business of FDGA.
Section 4.
These meetings may be face-to-face, by teleconference, or
on-line in accordance with Robert’s Rules of Order Newly Revised
in Brief.
Section 5.
The Board of Directors shall select a statewide banking
institution with which to transact FDGA business.
Section 6.
The Board of Directors shall create an annual budget within 30
days of the Annual Meeting to cover all expenses to be incurred
during the coming fiscal year.
(a) This
budget shall be presented to the membership via the next
upcoming Newsletter.
(b) Any
additional expenditures requiring more than 500 hundred dollars
($500.00) shall be
by approval of the membership at the next scheduled membership
meeting or by
separate mailing.
Article V
– Elections
Section 1.
There shall be an annual election with nominees generated by a
Nominating Committee appointed by the President.
(a)
This committee shall propose at
least one candidate for each office by members
seeking positions, by recommendations from other members, or by
contacting members
to determine if they are willing to serve.
(b)
This committee shall make
necessary investigation to ensure a proposed candidate is a
member in good standing and will accept the office if elected.
(c) This
committee shall submit to FDGA’s Newsletter for publication, at
least 60 days prior
to the Annual Meeting, a list of candidates nominated for
office.
(d) Any
nominated candidate wishing to file an announcement of candidacy
shall submit
such announcement, limited to a quarter page size, for inclusion
in said FDGA
Newsletter.
(e) Ballots
shall provide space for write-in candidates, which must include
a first and last
name and a viable telephone number to reach the candidate in
order to verify
acceptance if elected, if said write-in candidate is not
present.
(f) If
the Tabulating Committee is unable to verify acceptance by a
write-in candidate
prior to the announcement of newly elected officers, the
candidate having the next
highest number of votes shall be offered the position until the
vacancy is filled or the
office is filled by nominations from the floor.
(g) If
a member is elected to a position and declines to serve, that
position shall be filled
by the member with the next highest number of votes for that
position.
(h) In
the event of a tie vote, the position shall be elected by a vote
of the members
present.
(i) To
be eligible for election, an individual shall be a member in
good standing for a period
of 90 days prior to the Annual Meeting.
(j) Only
one member per voting membership shall be eligible to run for or
hold an office.
(k) Any
member shall be allowed to run for only one position on the
ballot or as a write-in
candidate.
(l) Any
member running for a position on the ballot shall not actively
campaign as a write
in candidate.
Section 2.
The Secretary shall prepare the ballots for direct mailing to
the membership at least 30 days prior to the stated date of the
Annual Meeting.
(a) Two
envelopes shall be provided with the ballots.
(b) One
envelope shall be blank.
(c) The
second envelope shall reflect the member’s return address in
order to verify the
ballot by the Tabulation Committee and shall be pre-addressed to
the Secretary.
(d) The
voting member shall place the completed ballot in the plain
envelope and seal it.
(e) The
sealed, blank envelope containing the ballot shall be placed in
the pre-addressed
envelope and mailed to the Secretary.
(f) Ballots
must be received by mail no later than two days, or hand
delivered to the
Secretary no later than one hour, prior to the stated time of
the Annual Meeting.
(g) The
Secretary shall hold all ballots until they are presented to the
Tabulation
Committee at the beginning of the Annual Meeting.
Section 3.
Tabulation of the sealed ballots shall take place at the
beginning of the Annual Meeting.
(a) At
this time a Tabulation Committee shall be appointed by the
President, comprised of
three members, none of which are currently holding office nor
listed as nominated
candidates for office on the ballot.
(b)
This committee shall tally
the votes contained within the sealed ballots and verify
acceptance of any write-in electives.
(c) A
simple majority of the votes cast shall be required for the
election of new Officers
and Directors.
(d) Any
vacancies remaining for either Officers or Directors after the
ballots are tabulated,
winners announced, and positions accepted, shall be filled by a
simple majority vote of
members at the Annual Meeting by nominations from the floor
during the Annual
Meeting.
Section 4.
Duties of the new Officers and Directors shall be assumed
following the completion of Old Business at the Annual Meeting.
Article VI
– Standing Committees.
Section 1. A
Tabulation Committee shall be appointed by the President prior
to the beginning of the Annual Meeting or at any Special Meeting
requiring tabulation of written ballots.
Section 2. A
Nominating Committee shall be appointed by the incoming
President within 60 days of the close of business at the Annual
Meeting.
Article
VII – Special Committees.
Section 1.
The President shall create those committees as called for by the
Constitution or as deemed necessary for the orderly operation of
FDGA.
Section 2.
The committees shall meet within 30 days following the Annual
Meeting to format plans for the coming year.
Article
VIII – Rates
Section 1.
Annual membership dues are $20.00 per year on a pro-rated basis,
subject to change pursuant to FDGA By-Laws, Article I, Section
2.
Article IX
– Dissolution
Section 1.
In the event of the dissolution of The Florida Dairy Goat
Association, Inc., any funds remaining in the treasury shall be
donated to an organization for the benefit of Dairy Goats, which
shall be determined by a general ballot of the voting
membership.
Article X
– Amendments
Section 1.
Method
(a) Proposed
amendments to these By-Laws shall be submitted to the Secretary
in the
form of a written petition, signed by no less than ten members
in good standing, or by
at least three members of the Board of Directors, or proposed by
the Committee on
the Constitution and By-Laws Committee.
(b) This
petitioned proposal shall then be submitted to the Board of
Directors for
examination as to form and legality.
(c) Proposed
amendments, once examined and approved by the Board of Directors
as to
form and legality, shall be prepared in the form of an amendment
ballot and mailed
directly to all members of the voting body.
(d) The
general membership shall then have at least 20 days from the
postmark of the
direct mailing to return said ballots to the Secretary by mail
or hand-delivery.
(e) Voting
shall be closed 30 days from the postmark of the direct mailing,
ending at noon
on the 30th day,
(f) Tabulation
of the proposed amendment ballots shall occur at a regularly
scheduled
general meeting, a regularly scheduled Board Meeting, or at a
Special Meeting as
provided under FDGA By-Laws, Article 1, Section 6.
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