RatsPacNW

 

 

RatsPacNW Rat Fanciers Club

 

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Bylaws of RatsPacNW.  Adopted by the initial Board of Directors on May 14th, 2003:
 

Bylaws
 of
RatsPacNW Rat Fanciers Club

ARTICLE I
NAME

Section 1:  The name of this not for profit corporation shall be RatsPacNW Rat Fanciers Club.

Section 2: This organization will not be affiliated with any others.

ARTICLE II
OBJECTIVES

Section 1:  To develop and promote greater interest in domestic rats as pets.

Section 2:  To facilitate the breeding, showing, and improvement of the domestic rat.

Section 3: To encourage public, private and scientific community interest and knowledge of the domestic pet rat.

Section 4:  To assist members by providing forums & events for sharing information regarding the care and showing of domestic rats.  

Section 5:  To provide a positive environment for domestic rat owners, breeders and fanciers at all of our events.

Section 6:  To cultivate friendship among and promote the interest of the owners, fanciers, and breeders of domestic rats.

Section 7:  To do any and all lawful activities which may be necessary, useful or desirable for the furtherance, accomplishment, fostering or attainment of the foregoing purposes, either directly or indirectly and either alone or in conjunction or cooperation with others, whether such others be persons or organizations of any kind or nature, such as corporations, firms, associations, trusts, institutions, foundations, or governmental bureaus, departments, or agencies.

ARTICLE III
LOCATION

Section 1:  RatsPacNW is intended to primarily serve the interests of those residing in the Pacific Northwest – Washington, Idaho, Oregon, and British Columbia.  However, we welcome members from outside this area.

Section 2:  The RatsPacNW office shall reside with the Secretary 

ARTICLE IV
MEMBERSHIP


Section 1: Membership in RatsPacNW shall be available to all individuals regardless of age, gender, race, creed, national origin, or political convictions, who are in agreement with the club objectives.

Section 2: Number of Members: There is no limit on the number of members the corporation may admit.

Section 3: The Corporation shall keep a membership book containing the name and address of each member. Termination of the membership of any member shall be recorded in the book, together with the date of termination of such membership. Such book shall be kept at the corporation's principal office.

Section 4: A member of this corporation is not, as such, personally liable for the debts, liabilities, or obligations of the corporation.

Section 5: No member may transfer a membership or any right arising there from. All rights of membership cease upon the member's death.

Section 6: The membership of a member shall terminate upon the occurrence of any of the following events:

(a) Upon his or her notice of such termination delivered to the President or Secretary of the corporation personally or by mail, such membership to terminate upon the date of delivery of the notice or date of deposit in the mail.

(b) If this corporation has provided for the payment of dues by members, upon a failure to renew his or her membership by paying dues on or before their due date, such termination to be effective thirty (30) days after a written notification of delinquency is given personally or mailed to such member by the Secretary of the corporation. A member may avoid such termination by paying the amount of delinquent dues within a thirty (30) day period following the member's receipt of the written notification of delinquency.

(c) After providing the member with reasonable written notice and an opportunity to be heard either orally or in writing, upon a determination by the Board of Directors that the member has engaged in conduct materially and seriously prejudicial to the interests or purposes of the corporation. Any person expelled from the corporation shall receive a refund of dues already paid for the current dues period.

All rights of a member in the corporation shall cease on termination of membership as herein provided.

Section 7: Members in good standing shall be defined as any member who maintains current membership by paying on or in advance of their renewal date, and participates in at least two club activities per year:  on-line discussions, gatherings, events or shows.

Section 8: Annual dues payable to RatsPacNW by members shall be determined from time to time by resolution of the Board of Directors and will currently be:
  Full membership $10, voting privileges.
  Junior 12 and under $5, no voting privileges
  Family $17.50 for two, 13 and older (husband/wife or Parent/child); additional voting members 13 years of age and older $5.00; any Junior member $2.

Section 9: The Board of Directors reserves the right to reject, for cause, any membership.

Section 10: Members have the following responsibilities and duties:

(a) To provide and maintain a healthful, safe, and caring environment for domestic rats, if they are owners or breeders of domestic rats.

(b) To uphold the principles and policies of RatsPacNW, as set forth in these bylaws and the Articles of Incorporations.

(c) To conduct oneself and one's family in a courteous and respectful manner whenever representing RatsPacNW or attending any RatsPacNW event.

ARTICLE V
BOARD OF DIRECTORS

Section 1: Officers.

(a) The elected officers of RatsPacNW shall be the President, Vice-President, Secretary, and Treasurer.  

(b) All officers of RatsPacNW shall be elected by the membership

(c) The term of office shall be two (2) years.

(d) Any adult, 18 or older, who has been active within RatsPacNW for at least one year and is in good standing, may seek to run for any elective office open that year.

Section 2: Additional Members of the Board

(a) Committee chairpersons appointed by the president and approved by the Board of Directors.  Board members may not chair a committee but they may become members of a committee.

(b) Volunteer show directors

(c) One Counselor may also be present; this person will either be Past President or have knowledge of the club and be appointed by the board.

Section 2: Powers and Duties. 

(a) The membership of the Board of Directors is comprised of President; Vice President; Secretary; Treasurer; Counselor; Show Directors and Chairpersons recognized by the Board of Directors.

(b) The Board of Directors shall conduct the business of the Association and shall plan and direct the work necessary to carry out the program and policies adopted by the General Membership.

(c) The Board of Directors, while always mindful of the wishes of the membership, shall take charge of all business transactions and authorize the expenditure of the club money.

(d) If a vacancy on the Board of Directors occurs between election dates, the Board of Directors will appoint a new officer. The appointee must meet the requirements for eligibility to hold an office.

ARTICLE VI
DUTIES OF OFFICERS

Section 1: President.  The duties of the president shall include:

(a) Presiding at all meetings of this organization.

(b) Acting as chairman of the Board of Directors.

(c) Abstaining from voting except in the event of a tie vote within the Board of Directors or when voting as a general member during voting of the general club membership.

(d) Appointing all committees.

(e) Calling special meetings of the club or Board of Directors.

Section 2: Vice-President.  The duties of the vice –president shall include:

(a) In event of the absence of the President, assuming the same duties as the President.  

(b) Taking over the office of the President if the office of the President becomes vacant.  The membership will appoint a new vice-president.

Section 3:  Secretary.  The duties of the Secretary shall include:

(a) Maintaining necessary records of show standings, members, and the calendar of events.

(b) Receiving and answering RatsPacNW mail and e-mail.

(c) Forwarding correspondence to the appropriate person when necessary.

(d) Providing a Secretary’s report to the Website Editor for publication on the RatsPacNW website.  These reports will consist of show standings, minutes and other information.

(e) Notifying members of meetings

(f) Keeping a record of all proceedings of RatsPacNW meetings.

(g) Sending dues reminders to each member for annual dues from the membership.
 

Section 5: Treasurer.  The duties of the Treasurer shall include:

(a) Collecting and keeping account of all money received by RatsPacNW.

(b) Receiving and depositing monies in the RatsPacNW designated financial institution.

(c) Paying the bills of RatsPacNW

(d) Presenting proposed expenditures for the approval of the Board of Directors.

(e) Releasing money from the club account only when the expenditure is approved by the Board of Directors and/or the General Membership.

(f) Preparing financial reports for publication at least once yearly.  Financial reports are also to be made available to the Board of Directors when requested.

Section 6: Within thirty (30) days of leaving office, the Secretary or Treasurer shall:

(a) Give all funds, records and property of RatsPacNW to the new Secretary or Treasurer.

(b) Submit aforementioned funds, etc to an ad hoc audit committee consisting of two Board of Director officers, not including the Treasurer, and one general member.

Section 7: Counselor
The Counselor shall be a member who is familiar with the association, club and show procedures.  In general, this person shall be the Past President. The Counselor shall not have voting privileges at Board of Directors meetings. The duties of the Councilor shall include:     

(a) Guiding and advising the club or show directors whenever assistance is needed or whenever the councilor feels that the club is not acting in the best interest of the fancy as a whole. 

Section 8:  Show Director
A Show Director is not appointed or elected, but rather a member of the General Membership or an existing officer who wishes to sponsor a show or, major event in their location.  The Show Director’s duties shall include:

(a) Submitting show plans to the Board of Directors for approval.

(b) Upon approval of the show, the Show Director may become a member of the Board of Directors until the completion of their show.

(c) Informing the membership of show plans and advertising the event.

(d) Asking for assistance from the Board of Directors, Counselor or members in good standing.

(e) Conducting the event in accordance with RatsPacNW policies and standards.

(f) Keeping a financial report of their expenditures and income working in close collaboration with the RatsPacNW Treasurer and submitting a written report to the Board of Directors at the conclusion of the event.

(g) Turning over remaining funds to the RatsPacNW treasurer within 30 days of the events conclusion.

ARTICLE VII
MEETINGS

Board of Director Meetings:
Section 1: The Board of Directors shall hold at least one (1) meeting each year, at a mutually agreeable time and place. 

Section 2:  The Board of Directors meetings shall be closed to the general membership.

Section 3: Interim meetings of the Board of Directors may be held when requested by at least three (3) of the board members or at the request of the President.

Section 4: The Board of Directors may, between annual meetings, conduct routine or special business, hold hearings, and reach decisions by mail vote, e-mail vote, or Instant message vote.  

Section 5: Board of Directors Voting

(a) A quorum of the Board of Directors is required to vote on any issue and shall consist of not less than four current board members

 

(b) A simple majority vote is required for passage.


General Membership Meetings:
Section 1: General Membership meetings will be held twice a year after the Spring & Fall Shows.

Section 2: Voting

(a) Decisions affecting the general membership made by the Board of Directors will be presented to members who will be allowed to vote on passage

(b) Each member in good standing has one vote.  

(c) Members attaining the age of 13 may vote.

(d) A majority vote of a quorum of ten (10) members is required for passage.

Section 3: The membership shall be notified a member of the Board of Directors via the club’s email list of response to membership concerns, and of any changes in RatsPacNW policies.

Section 4: The President of RatsPacNW shall conduct meetings.

Section 5: In the President's absence the Board of Directors meeting shall be conducted by Board officers in the following order and precedent:  Vice President; Secretary; Treasurer.

Committee Meetings:
Section 1: Committee meetings shall be held on an as-needed basis and shall be presided over by the chair of that committee. 

Section 2: Committees will make a report to the Board of Directors or to the Association.

Events:

Section 1: Social Events, Shows, Educational fairs or Expositions may be offered and shall be an activity open to all members in good standing, their guests, and when appropriate, the general public. 

Section 2: Non-RatsPacNW Pet Fairs and Expos -The officers or membership may elect to send one or more representative to such events. 

(a Representatives at such events shall provide a report of the event to the membership.

ARTICLE VIII
 BUDGET AND TREASURY

Section 1:  RatsPacNW shall operate as a non-profit organization. 

 

(a) The Association is required to maintain in good standing, a secure, federally insured account in a Financial Institution that provides such services.

 

(b) Revenues from shows and other events shall be designated for operating expenses of the club.  In time, membership dues will be used for operating expenses of the club.

Section 2:  The Fiscal year for the Association shall be January 1st through December 31st of each year.  

Section 3:  Reimbursement. Any Member or Officer, under the direction of the Board of Directors, is to be reimbursed for all pre-approved legitimate expenses incurred in the name of RatsPacNW.      

(a) All expenses up to one hundred ($100) dollars require written approval from the Treasurer prior to incurring the expense.

(b) All expenses in excess of one hundred ($100) dollars require written approval by the Board of Directors prior to incurring the expense.  

(c) Receipts for expenses incurred in the name of RatsPacNW must be presented to the Treasurer for reimbursement. 

Section 4:  In the case of checks written by members that are returned to the club’s account:

(a) The Treasurer will notify immediately any Member submitting a check that is returned or denied payment for any reason.

(b) The Treasurer is empowered to collect, on behalf of the Association, any financial institution charge, for each check returned to RatsPacNW due to insufficient funds.

Section 5:  Authorized signors on the club’s account shall be:

(a) The club’s Treasurer and one other Board of Directors member.

(b) The additional signor shall be appointed by the Board of Directors.

(c) Only one signature will be required.

ARTICLE IX
PUBLICATION


Section 1: For the purposes of promotion and marketing of RatsPacNW events, listings and articles in appropriate publications shall be pursued.

Section 2: Said promotions can be placed in paper publications, on web sites and club directories.

Section 3: A RatsPacNW website will be maintained to inform club members of current club activities. It will also maintain up to date standards for shows and policies.

ARTICLE X
DISCIPLINE

Section 1: Discipline of a member
The Board of Directors may reprimand, suspend, and/or expel from the membership, any person who, after a fair and impartial hearing, shall be found guilty of violating any policy of this club or of conduct that is determined to be detrimental to the rat fancy.

Section 2:  Removal of an Officer. 

(a) Removal is initiated by the submission to one or more officers of a statement of cause signed by any 5 current members in good standing. The statement must include specifics as to why the officer should be removed.

(b) The statement will be reviewed by the Board of Directors at the following regularly scheduled meeting or at a special meeting called by the Board of Directors.

(c) Petitioning members may attend and present their case at this time.

(d) If the cause is just and reasonable, the officer will be given the opportunity to resign or be placed on probation for 30 days to correct the cause.

(e) If the cause has been corrected after 30 days, as determined by the Board of Directors, the matter will be dropped. 

(f) If the cause has not been corrected, the officer will be suspended.

Article XI
CORPORATE RECORDS AND REPORTS

Section 1: Maintenance of corporate records

The corporation shall keep at its principal office:

(a) Minutes of all meetings of directors, committees of the board and, if this corporation has members, of all meetings of members, indicating the time and place of holding such meetings, whether regular or special, how called, the notice given, and the names of those present and the proceedings thereof;

(b) Adequate and correct books and records of account, including accounts of its properties and business transactions and accounts of its assets, liabilities, receipts, disbursements, gains and losses;

(c) A record of its members, if any, indicating their names and addresses and, if applicable, the class of membership held by each member and the termination date of any membership;

(d) A copy of the corporation's Articles of Incorporation and Bylaws as amended to date, which shall be open to inspection by the members, if any, of the corporation at all reasonable times.

Section 2:  Every director shall have the absolute right at any reasonable time to inspect and copy all books, records and documents of every kind and to inspect the physical properties of the corporation and shall have such other rights to inspect the books, records and properties of this corporation as may be required under the Articles of Incorporation, other provisions of these Bylaws, and provisions of law.

Section 3:  If this corporation has any members, then each and every member shall have the following inspection rights, for a purpose reasonably related to such person's interest as a member:

(a) To inspect and copy the record of all members' names, addresses and voting rights, at reasonable times, upon written demand on the Secretary of the corporation, which demand shall state the purpose for which the inspection rights are requested.

(b) To obtain from the Secretary of the corporation, upon written demand on, and payment of a reasonable charge to, the Secretary of the corporation, a list of the names, addresses and voting rights of those members entitled to vote for the election of directors as of the most recent record date for which the list has been compiled or as of the date specified by the member subsequent to the date of demand. The demand shall state the purpose for which the list is requested. The membership list shall be made within a reasonable time after the demand is received by the Secretary of the corporation or after the date specified therein as of which the list is to be compiled.

(c) To inspect at any reasonable time the books, records, or minutes of proceedings of the members or of the board or committees of the board, upon written demand on the Secretary of the corporation by the member, for a purpose reasonably related to such person's interests as a member.

(d) Members shall have such other rights to inspect the books, records and properties of this corporation as may be required under the Articles of Incorporation, other provisions of these Bylaws, and provisions of law.

Section 5:  Any inspection under the provisions of this Article may be made in person or by agent or attorney and the right to inspection shall include the right to copy and make extracts.

Section 6:   The board shall cause any annual or periodic report required under law to be prepared and delivered to an office of this state or to the members, if any, of this corporation, to be so prepared and delivered within the time limits set by law.

 

ARTICLE XII
AMENDMENTS


Section 1: These Bylaws may be amended by a two-thirds majority vote of the members casting ballots.  

Section 2: Any member in good standing may submit a proposed amendment.

Section 3: The proposed amendment must be submitted in writing to the Secretary.

Section 4: All proposed amendments shall be approved by the Board of Directors prior to presentation to the general members.

ARTICLE XIII
CONSTRUCTION AND TERMS

Section 1: If there is any conflict between the provisions of these Bylaws and the Articles of Incorporation of this corporation, the provisions of the Articles of Incorporation shall govern.

Section 2: Should any of the provisions or portions of these Bylaws be held unenforceable or invalid for any reason, the remaining provisions and portions of these Bylaws shall be unaffected by such holding.

Section 3: All references in these Bylaws to the Articles of Incorporation shall be to the Articles of Incorporation of this corporation filed with an office of Washington State and used to establish the legal existence of this corporation.

PASSAGE OF THIS DOCUMENT
 We, the undersigned, are all of the initial directors or incorporators of this corporation, and we consent to, and hereby do, adopt the foregoing Bylaws, consisting of 12 preceding pages, as the Bylaws of this corporation.

Dated: May 14, 2003

_________________________________________
      LeAnn Boardman, Director    

_________________________________________
      Lynn Rosskamp, Director

_________________________________________
      Debbi Needham, Director

_________________________________________
      Ayri Niemi, Director

      _________________________________________
      Becky M. Ashton, Director

      _________________________________________
      Kim Lampson Reiff, Director

      _________________________________________
      Michelle Carroll, Director

 

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