AMERICAN WIREHAIRED POINTING GRIFFON ASSOCIATION

CONSTITUTION AND BYLAWS

Section 1: Name

The name of the club shall be “American Wirehaired Pointing Griffon Association” (hereinafter referred to as the “AWPGA” or the “Club”).

Section 2: Objectives

The objectives of the AWPGA shall be as follows:

A. To encourage and promote quality in the breeding of purebred Wirehaired Pointing Griffons and to do all possible to bring their natural qualities, including, without limitation, their hunting qualities, to perfection.

B. To urge members and breeders to accept the standard of the breed as approved by The American Kennel Club (hereinafter sometimes referred to as the “AKC”) as the only standard of excellence by which Wirehaired Pointing Griffons shall be judged.

C. To do all in its power to protect and advance the interests of the breed, including through educating owners, breeders and the general public about the Wirehaired Pointing Griffon and by advocating responsible ownership and breeding of Wirehaired Pointing Griffons, and to encourage sportsmanlike competition at dog shows, obedience trials, field trials, hunt tests, and all AKC events that the Club is eligible to hold under the Rules and Regulations of The American Kennel Club.

D. To conduct sanctioned matches, specialty shows, conformation shows, obedience trials, agility trials, tracking tests, field trials, hunt tests or other AKC events that the Club is eligible to hold under the Rules and Regulations of The American Kennel Club.

E. To encourage the organization of independent local Wirehaired Pointing Griffon specialty clubs in those localities where there are sufficient fanciers of the breed to meet the requirements of the AKC for local specialty clubs.

F. To encourage and assist operations involving the rescue of Wirehaired Pointing Griffons.

Section 3: Funding

The AWPGA shall not be conducted or operated for profit and no part of any profits or remainder or residue from dues or donations to the AWPGA shall inure to the benefit of any member or individual.

Section 4: Revisions

The members of the club shall adopt and may from time to time revise such bylaws as may be required to carry out these objectives.

Section 1: Eligibility for Membership

There shall be six types of membership.

BYLAWS

Article I Membership

A. Individual: Individual membership is open to persons eighteen (18) years of age or older who are in good standing with the AKC and who subscribe to the purposes of the AWPGA. Individual membership includes all privileges of the AWPGA, including the right to vote, the right, subject to Article II, Section 1, to hold office, and the right to receive one copy of any and all AWPGA publications.

B. Household: A household membership shall be limited to two persons eighteen (18) years of age or older residing in the same household who are in good standing with the AKC and who subscribe to the purposes of the AWPGA, each having all privileges of the AWPGA, including the right to vote and, subject to Article II, Section 1, to hold office, except that such members in a single household shall have the right to receive only one copy of any and all AWPGA publications (excluding balloting materials and the like).

C. Junior: Junior membership is available to individuals under eighteen (18) years of age who are in good standing with the AKC and who subscribe to the purposes of the AWPGA. Junior members are not eligible to vote or hold office but will be entitled to receive one copy of any and all AWPGA publications. A junior membership will automatically convert to an individual membership upon the junior member’s attaining eighteen (18) years of age and the conversion will continue for the remainder of the Club’s fiscal year.

D. Member Club: Member club membership is available to local Wirehaired Pointing Griffon specialty clubs who have received the written approval of the AKC to hold sanctioned B events. Each director, officer and delegate of a member club must be at the time of their election to office of the local specialty club, and remain through their term in office of the local specialty club, a member in good standing of the AWPGA. Individuals who are not members of the AWPGA at the time of their election to office in the local specialty club shall apply for AWPGA membership within 30 days of their election to office in the local specialty club.

E. International: International membership is available for individuals who are not residents of the United States of America or any of its territories or possessions. International membership includes all privileges of the AWPGA except the right to vote or to hold office.

F. Honorary: Honorary membership may be bestowed upon individuals who have made significant contributions to the Wirehaired Pointing Griffon breed or to the Club. Honorary members do not pay dues and may not vote or hold office unless they elect to maintain individual or household membership and pay the associated dues. Candidates for honorary membership may be nominated by any member of the Club in good standing and must be approved by a three-quarters majority vote of the Board of Directors.

Section 2: Election to Membership

Each applicant for individual, household, junior, member club, or international membership shall apply on a form as approved by the Board of Directors (hereinafter sometimes referred to as the “Board”) and which shall provide that the applicant agrees to abide by the Code of Ethics and Constitution and Bylaws of the AWPGA and the rules of The American Kennel Club. The application shall state the name, address, phone number, e-mail address, interests of the applicant, the type of membership applied for, and such other information as the Board may reasonably require, and shall carry the endorsement of a member in good standing of the AWPGA. An applicant for member club membership shall also submit with its application a copy of such club’s constitution and bylaws and a list of the club’s directors, officers, members, and their respective addresses. Accompanying the application, the prospective member shall submit dues payment for the current year. An affirmative vote of 2/3 of the members of the Board shall be required to elect such applicant. An applicant who has been denied membership by the Board may be presented by the applicant’s endorser at the next annual meeting of the AWPGA for election by the membership. The Club may elect by secret ballot such applicant by favorable vote of seventy-five (75%) of the members in good standing and eligible to vote present at the meeting. Applicants for membership who have been rejected by the AWPGA may not reapply within six months after such rejection and are entitled to a refund of the dues payment submitted with their application.

Section 3: Good Standing and Eligibility to Vote or Hold Office

To be in good standing, a member must not be suspended by The American Kennel Club or the AWPGA and must have paid his or her dues for the current year and all other monies, if any, due and owing the AWPGA. A member who has been notified of his or her indebtedness to the AWPGA for obligations other than dues and who has not paid or responded for a period of more than 90 days after the giving of such notice shall be considered not in good standing and all privilegesoftheAWPGAwillbewithheld. To restore membership in good standing, all such debts, including any expenses incurred by the AWPGA to collect such debts, must be paid in full. Only those members in good standing holding individual, household or member club membership shall be eligible to vote and only those members in good standing holding individual or household membership shall be eligible to hold office. Members who are not eligible to vote shall not be counted as members for purposes of determining the presence of a quorum at any meeting of the members of the Club or whether the requisite number of members have acted on any matter presented to or requiring the vote of the members of the Club. Any person holding an individual, household or member club membership who is deemed not eligible to vote in accordance with this Section 3 shall not be entitled to any refund of dues.

Section 4: Dues

Dues for each membership category shall be set by the Board of Directors by October 1 st of each year for the ensuing fiscal year. Individual membership dues shall not exceed $75 per year and household membership dues shall not exceed 135% of the individual membership dues amount as set by the Board. Dues for junior and international memberships shall not be less than 75% of the individual dues amount as set by the Board. Dues for member clubs shall not exceed 200% of the individual dues amount as set by the Board. The Board may assess international members an amount in addition to dues for in creased postage expenses. Changes in dues amounts may become effective only prospectively and on January 1 st and dues amounts will remain unchanged from one fiscal year to the next if the Board has not voted to change the dues amounts for the ensuing year by October 1 st as provided herein. No dues amount may increase by more than 15% from year to year. The annual membership dues are payable on or before the 1 st day of January of each year. No member may vote whose dues are not paid for the current year. Renewal notices will be included in the October AWPGA publication or otherwise sent to the members by the Treasurer by November 15. The dues payment accompanying the applications of persons admitted to membership during the last quarter of a fiscal year will be credited to the immediately following year.

Section 5: Termination of Membership

Memberships may be terminated as follows:

A. By Resignation: Any member, including any member club, in good standing may resign from the AWPGA upon written notice of the Secretary; however, no member may resign when in debt to the AWPGA. Obligations other than dues are considered a debt to the AWPGA and they must be paid in full prior to resignation.

B. By Lapsing: A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid 30 days after the 1 st 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 be entitled to vote whose dues are unpaid.

C. By Expulsion: A membership may be terminated by expulsion as provided in Article VI of these bylaws.

Section 6: Indebtedness

No member, including any member club, may incur indebtedness on the part of the AWPGA solely in his, her or its capacity as a member.

ARTICLE II Directors and Officers

Section 1: Board of Directors

The Board of Directors shall be comprised of seven (7) individuals, including four (4) Named Officers and three (3) Regional Representatives, each of whom shall be a member in good standing of the AWPGA for at least one year, have current or past ownership of a Wirehaired Pointing Griffon, and be a permanent resident of the United States and residing in the United States during his or her term. The Directors shall be elected to two-year terms and take office on September 1st. They shall serve until their successors are elected and qualified. The Named Officers shall be elected in odd years and the Regional Representatives shall be elected in even years. No Named Officer or Regional Representative shall serve more than two consecutive two-year terms in the same office; provided, however, that filling more than 18 months of an unexpired term shall be counted as one of said two-year terms. General management of the AWPGA’s affairs shall be entrusted to the Board of Directors.

Section 2: Officers

The Club’s Named Officers shall consist of the President, Vice President, Secretary, and Treasurer and such Named Officers shall serve in their respective capacities with regard to both the AWPGA and its meetings and the Board and its meetings. The officers of the Club may also consist of such Assistant Vice Presidents, Assistant Secretaries, Assistant Treasurers and other officers as the Board of Directors may from time to time elect. No officer who is not a Named Officer shall be a member of the Board of Directors. The Named Officers and other officers of the Club shall carry out such duties as are prescribed by these Constitution and Bylaws and as directed by the Board of Directors.

A. The President shall preside at all meetings of the AWPGA 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.

B. The Vice President shall assume the duties and exercise the powers of the President in case of the President’s death, absence, resignation or incapacity. The Vice President shall also act as liaison to the member clubs and shall maintain a roll of the member clubs along with their respective bylaws and membership rosters. Unless prohibited by applicable law, the Vice President shall be entitled to attend as an observer the meetings of the board of directors of each member club, other than meetings or portions of meetings held in executive session.

C. The Secretary shall keep a record of all meetings of the AWPGA and the Board, and of all votes taken by mail, email, fax or telephone and any other matters of which a record shall be ordered by the AWPGA. The Secretary shall be responsible for authenticating records of the Club, have charge of the correspondence, notify members of meetings, notify new members of their election to membership, notify officers and directors of their election to office, keep a roll of the members of the AWPGA with their addresses, which shall be sent to any member in good standing, upon written request, not more than once every official year of the Club, and carry out such other duties as are prescribed in these bylaws.

D. The Treasurer shall have custody of all funds and securities belonging to the AWPGA and shall receive, deposit or disburse the same under the direction of the Board. The moneys shall be deposited in a bank, and the securities held in an account or accounts, designated by the Board, in the name of the AWPGA. The Treasurer shall keep full and accurate accounts of the finances of the Club in books especially provided for that purpose. The books shall at all times be open to inspection by any member of the Board and the Treasurer shall give a report at every meeting of the Board of the condition of the AWPGA’s finances and every item of receipt or payment not before reported; and at the Annual Meeting of the members the Treasurer shall render an accounting, in writing, of all moneys received and expended during the previous fiscal year. The Treasurer shall promptly notify the AWPGA Secretary of all Club membership renewals and lapsed memberships. The Treasurer shall be bonded in such amount as the Board of Directors shall determine.

E. The Assistant Vice Presidents, Assistant Secretaries and Assistant Treasurers shall, in the absence or disability of the Vice President, Secretary or Treasurer, respectively, perform the duties and exercise the powers of those offices and shall, in general, perform such other duties as shall be assigned to them by the Vice President, Secretary or Treasurer, respectively, or by the President or the Board of Directors.

Section 3: Regional Representatives

The Regional Representatives shall be accessible to and whenever possible provide assistance and guidance to the membership of their region. They shall present their region’s concerns and opinions to the Board. The Regional Representatives shall reside within and be elected by the membership within the region they represent. The three regions are: (1) the Eastern Region (comprised of all states in the Eastern Time Zone); (2) the Central Region (comprised of all states in the Central Time Zone); and (3) the Western Region (comprised of all states in the Mountain and Pacific Time Zones, and Alaska and Hawaii). Every three years, the Board of Directors shall review the geographical distribution of the Club’s membership and shall adjust the states which comprise each region to the extent necessary to cause the membership of the regions to be as nearly equal in number as possible.

Section 4: AKC Delegate

The Club’s delegate to The American Kennel Club shall be elected by the AWGPA membership in odd years to a two-year term. The AKC delegate shall be a member in good standing for at least one year, have current or past ownership of a Wirehaired Pointing Griffon, and be a permanent resident of the United States and residing in the United States during his or her term. The AKC delegate may serve an unrestricted number of consecutive two-year terms. Among other duties, the AKC delegate shall act as liaison between the Club and the AKC and report to the Club all actions and matters discussed at the AKC’s quarterly meetings. The AKC delegate shall not be a member of the Board of Directors by virtue of his or her status as AKC delegate.

Section 5: Vacancies

Any vacancies occurring on the Board, including among the Named Officers, shall be filled until the next bi- annual election for such position by a majority vote of the members of the Board; except that a vacancy in the office of President shall be filled automatically by the Vice President, with the resulting vacancy in the office of Vice President being filled by the Board.

Section 6: Removal

Any Director, including a Director elected by the Board of Directors to fill a vacancy in accordance with Section 5 of this Article II, may be removed from the Board, and the AKC delegate may be removed from office, with or without cause upon the vote of two-thirds of the members of the Club in good standing and eligible to vote present at a meeting called for the purpose of removing the Director or the AKC delegate, as appropriate. The meeting notice must state that the purpose, or one of the purposes, of the meeting is removal of the Director or the AKC delegate. Only those members residing in the region represented by a Regional Representative are entitled to vote to remove that Regional Representative. Any Director who misses two or more meetings of the Board of Directors without good cause during any official year of the Club (as defined in

Article IV, Section 1) may be removed from the Board upon the affirmative vote of a majority of the Directors then in office.

ARTICLE III Meetings

Section 1: Annual AWPGA Meeting

The Annual Meeting of the Club shall be held in the month of September or October, in conjunction with the National Specialty if one is held, at a location, date and time determined by the Board of Directors; provided that the Annual Meeting for the Club’s official year commencing September 1, 2014, shall have been held in August 2014. Written notice stating the location, date and time of the Annual Meeting shall be sent by the Secretary to each member, including through inclusion in the official AWPGA publication, at least 30 days prior to the date of the meeting. If the annual meeting shall not be held as provided in this Section 1 of Article III, then a substitute annual meeting may be called in accordance with the provisions of Section 2 of this Article III. A meeting so called shall be designated and treated for all purposes as the annual meeting.

Section 2: Special Club Meeting

Special AWPGA meetings may be called by the President or the Board of Directors and shall be called by the Secretary upon receipt of a petition signed by 10% of the members of the AWPGA who are in good standing. Written notice of such meeting shall be sent by the Secretary to each member at least 14 days and not more than 60 days prior to the date of the meeting or, if published in the official AWPGA publication, at least 30 days prior to the date of the meeting and no more than 60 days before the meeting. The notice shall state the location, time and date and purpose or purposes of the meeting; provided that in the case of an annual or substitute annual meeting, the notice need not specifically state the purpose or purposes for which the meeting is called unless such statement is required by the Oregon Nonprofit Corporation Act. Only matters within the purpose or purposes described in the meeting notice may be conducted at a special meeting of the members of the Club.

Section 3: Quorum for Member Meetings

The quorum for the Annual Meeting or any special meeting of the members of the Club constitutes 10% of the members in good standing. If less than 10% of the members in good standing are present at any meeting, proposals may be discussed and voted upon, but any proposal approved by vote at any such meeting shall not be considered adopted unless it is submitted by the Board to the entire membership and approved by the members entitled to vote either at another meeting at which a quorum is present or by written ballot by mail and approved by a majority of the members whose mail ballots are returned to the Secretary by a specified date, which date shall not be less than 30 days after the date of the meeting.

Section 4: Board Meetings

Regular meetings of the Board of Directors shall be held at such times and places as are designated by a majority vote of the Board and no less frequently than every other month. Written notice of each such meeting shall be sent by the Secretary to the Directors at least five days prior to the date of the meeting. A regular meeting of the Board of Directors shall be held each year in conjunction with the AWPGA National Specialty, if one is held, and members of the Club may be permitted in the discretion of the Board to attend those portions of the meeting that are not held in executive session. Special meetings of the Board of Directors may be called by the President, and shall be called by the Secretary upon receipt of a petition signed by two members of the Board. Such special meetings shall be held at such place, date, and hour as may be designated by the person or persons authorized herein to call such meetings. Written notice of a special meeting shall be sent by the Secretary to the Directors at least three days prior to the date of the meeting and such notice shall describe the purpose(s) of the special meeting. If a quorum is present when a vote is taken at a regular or special meeting of the Board of Directors, the affirmative vote of a majority of Directors present when the vote is taken is the act of the Board unless these bylaws otherwise require the vote of a greater number of Directors. The quorum for a regular or special meeting of the Board of Directors shall be a majority of the then members of the Board.

Section 5: Business Procedure and Action without Meeting

The Board of Directors may permit any or all Directors (i.e., Named Officers and Regional Representatives) to participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which either (a) all directors participating may simultaneously hear or read each other’s communications during the meeting or (b) all communications during the meeting are immediately transmitted to each participating director and each participating director is able to immediately send messages to all other participating directors. If a meeting is conducted through the use of either of the means set forth in the immediately preceding sentence, all participating directors shall be informed that a meeting is taking place at which official business may be transacted and a director participating in such a meeting is deemed to be present in person at the meeting. Any action that is required or permitted to be taken at a meeting of directors may be taken without a meeting if one or more consents in writing, setting forth the action so taken, shall be signed by all directors who would be entitled to vote upon such action at a meeting and delivered to the Secretary of the Club to be included in the minutes or filed with the Club records, whether done before or after the action so taken. Such action is effective when the last Director (i.e., Named Officer or Regional Representative) signs the consent, unless the consent specifies an earlier or later effective date.

Section 6: Notices

Any notice or statement required or permitted to be sent or given by these bylaws must be in writing and may be given personally, by mail or electronically. If mailed, such notice shall be deemed to be delivered when deposited in the United States mail addressed to the member at his or her address as it appears on the record of members of the Club, with postage thereon prepaid, and inclusion of such notice in the official AWPGA publication shall be deemed delivered when the issue containing such notice is so deposited in the United States mail. If delivered electronically, such notice shall be deemed to be delivered when sent addressed to the member at his or her email address as it appears on the record of members of the Club; provided that such member has not withheld or revoked authorization to receive notices electronically. References in these bylaws to the official AWPGA publication shall mean the Griffonnier, or any successor official publication of the AWPGA.

ARTICLE IV

Club Year, Voting, Nominations, Elections

Section 1: AWPGA’s Year

The AWPGA’s fiscal year shall begin on the 1 st day of January and end on the 31 st day of December. The AWPGA’s official year shall begin on September 1 st and end on the 31 st day of August. The elected Directors (i.e., Named Officers and Regional Representatives) shall take office on the first day of September following their election and each retiring 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.

Section 2: Voting

At the Annual Meeting or at any special meeting of the AWPGA, voting shall be limited to those members in good standing who are eligible to vote under these bylaws and who are present at the meeting. Voting by proxy shall not be permitted. Each member club in good standing shall be entitled to cast one vote on issues presented at the Annual Meeting or any special meeting, or by written ballot. The vote of a member club shall express the opinion of that club, certified as such by the secretary of the club who may cast the vote. In lieu of the vote being cast by its secretary, a member club may select a delegate and alternate delegate to represent the member club at meetings of the AWPGA. Such delegate may cast the vote as certified by the member club’s secretary to be that club’s action. He or she must be an active member in good standing of the AWPGA and the member club he or she represents. Voting for election of Directors (i.e., Named Officers and Regional Representatives) and AKC Delegate and on amendments to the Constitution and Bylaws of the Club and the Conformation Standard for the breed shall be conducted only by written ballot cast by mail by members in good standing and eligible to vote under these bylaws. Voting for Regional Representatives shall be done by only those members who are residents of the region that such Regional Representative will represent. The Board of Directors may at any time decide to submit other specific questions for decision of the members by written ballot cast by mail and only those members in good standing and eligible to vote under these bylaws shall be entitled to vote thereon. Pursuant to Article III, Section 3, all matters approved at any annual or special meeting at which no quorum was present may also be submitted for vote by written ballot according to this Article IV, Section 2. Where voting shall occur by written ballot, the ballot shall set forth each proposed action and provide an opportunity to vote for or against each proposed action. Approval by written ballot shall be valid only when the number of votes cast by ballot equals or exceeds any quorum required to be present at a meeting authorizing theaction, and the number of votes cast in favor of such action equals or exceeds the number of votes that would be required to approve the matter at a meeting at which the total number of votes cast was the same as the number of votes cast by ballot. All solicitations for votes by written ballot shall indicate the number of responses needed to meet the quorum requirements, state the percentage of approvals necessary to approve each matter other than the election of Directors and specify a reasonable time by which the ballot must be received by the Club to be counted. The Board of Directors may designate that the Secretary, a committee appointed by the Board, or an independent professional agency tally such ballots. Ballots may be mailed by the Secretary or an independent professional firm designated by the Board of Directors. Where voting shall occur by written ballot, such voting and the sending of ballots and accompanying materials, if any, may occur electronically in accordance with the AKC’s procedure on Electronic Balloting for AKC Parent Clubs.

Section 3: Annual Elections

Unless balloting in the election of Directors and AKC delegate will be waived in accordance with Section 4.C below, the election of Directors (i.e., Named Officers and Regional Representatives) and delegate to The American Kennel Club shall be conducted by secret ballot. Ballots to be valid must be cast by mail addressed to the Secretary (or independent professional firm designated by the Board of Directors) and postmarked prior to August 1. Ballots shall be counted by three inspectors of election who are members in good standing and neither members of the current Board of Directors nor candidates on the ballot; provided, however, that the Board of Directors may designate an independent professional firm to send, receive and count the ballots. The nominated candidate receiving the greatest number of votes for each office shall be declared elected and the election results shall be announced by notice sent by the Secretary to the members not later than August 15 in each year. If any nominee is unable to serve at the time of the election for any reason such nominee shall not be elected and the vacancy so created shall be filled by the new Board of Directors in the manner provided by Article II, Section 4. In the event of a tie for any position, the Board will cause to be held a run-off election during September between the candidates that are tied. The ballots shall be prepared, mailed and tabulated in accordance with Section 4.D below.

Section 4: Nominations and Ballots

No person may be a candidate in an AWPGA election who has not been nominated in accordance with these bylaws. The Board of Directors shall appoint a nominating committee before December 31 st of each year consisting of one member from each region and one at large member, all being members in good standing for at least one year, no more than one of whom may be a member of the current Board of Directors with the exception of the President, who shall not serve on the nominating committee. The Board shall name a chairperson for the nominating committee. The nominating committee may conduct its business in person, by mail, email, fax or teleconference; provided that an action taken, or business conducted, by any means that does not permit the committee members to simultaneously hear or communicate with one another as described in Article III, Section 5, shall require the unanimous written consent of the nominating committee members.

A. The nominating committee shall nominate from among the eligible members of the Club in good standing one candidate for each available position on the Board of Directors (i.e., Named Officers and Regional Representatives) and for the delegate to The American Kennel Club and procure the written acceptance of each person so nominated and a summary of each nominee’s experience and qualifications for the position to which nominated. Except for the position of AKC delegate, no person may be a candidate for more than one position. The nominating committee shall then submit its slate of candidates to the Secretary on or before the last day of February, who shall either cause the slate to be printed in the official AWPGA publication prior to May or, if no issue is forthcoming to permit publication prior to such month, mail or cause to be mailed the list, including the full name of each candidate, the name of the state in which he or she resides, and the summary of his or her experience and qualifications, to each member no later than the last day of April, so that additional nominations may be made by the members if they so desire.

B. Additional nominations of eligible members may be made by written petition addressed to the Secretary and postmarked on or before June 15, signed by five members in good standing who are eligible to vote and accompanied by the written acceptance of each such additional nominee signifying his or her willingness to be a candidate and a summary of his or her experience and qualifications for the position to which nominated.

C. If no valid additional nominations postmarked on or before June 15 are received by the Secretary, the nominating committee’s slate shall be declared elected and no balloting will be required.

D. If one or more valid additional nominations postmarked on or before June 15 are received by the Secretary, the Secretary (or an independent professional firm designated by the Board of Directors) shall, on or before July 1, mail (or send in accordance with the AKC’s procedure on Electronic Balloting for AKC Parent Clubs) to each member in good standing and eligible to vote a ballot listing all of the nominees for each position in alphabetical order, with the names of the states in which they reside and the summaries of their experience and qualifications, together with a blank envelope and a return envelope addressed to the Secretary (or designated professional firm) marked “Ballot” and bearing the name of the member to whom it was sent. So that the ballots may remain secret, each voter, after marking his or her ballot, shall seal it in the blank envelope, which in turn shall be placed in the second envelope addressed to the Secretary (or designated professional firm) and bearing the voter’s name. The inspectors of election (or designated professional firm) shall check the returns against the list of members in good standing and eligible to vote prior to opening the outer envelopes and removing the blank envelopes and shall certify the eligibility of the voters as well as the results of the voting.

E. Nominations cannot be made at the Annual Meeting or in any manner other than as provided in this section.

ARTICLE V Committees

Section 1: Standing and Special Committees

The Board may each year appoint standing committees to advance the work of the AWPGA in such matters as specialty shows, field events, hunt tests, annual awards, trophies, membership and other areas which may well be served by committees. Special committees may also be appointed by the Board to aid it on particular projects. Standing and special committees shall always be subject to the final authority of the Board. Committees may consist of one or more members and only members eligible to vote and in good standing may serve on any committee of the Club.

Section 2: Committee Appointments

Any committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice to the appointee; or automatically in the event the appointee shall cease to be a member in good standing or eligible to vote. The Board may appoint successors to those persons whose services have been terminated.

Section 3: Committee Reports

Each committee shall submit to the Board written reports of its activities and, as appropriate, its recommendations in such detail and at such times as the Board shall request.

ARTICLE VI Discipline

Section 1: American Kennel Club Suspension

Any member who is suspended from any privileges of The American Kennel Club shall be automatically suspended from the privileges of the AWPGA for a like period.

Section 2: Charges

Any member may prefer charges against another member for alleged misconduct prejudicial to the best interests of the Club or the breed. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $100.00, which shall be forfeited if such charges are not sustained by the Board or a committee of the Board following a hearing. The Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board meeting and the Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interests of the Club or the breed. If the Board considers that the charges do not allege conduct which would be prejudicial to the best interests of the Club or of the breed, it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date for a hearing by the Board or a committee comprised of three or more members of the Board, not less than three weeks or more than six weeks thereafter. The Secretary shall promptly send one copy of the charges to the accused member by certified mail together with a notice of the hearing and an assurance that the defendant may personally appear in his own defense and bring witnesses if he wishes.

Section 3: Board Hearing

The Board or Board Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges be sustained after hearing all the evidence and testimony presented by complainant and defendant, the Board or Board Committee may by a majority vote of those present reprimand or suspend the defendant from all privileges of the Club for not more than six months from the date of the hearing or until the next Annual Meeting if that will occur after six months. And, if it deems that punishment is insufficient, it may also recommend to the membership that the penalty be expulsion. In such case, the suspension shall not restrict the defendant’s right to appear before his fellow members at the ensuing Club meeting, which considers the recommendation of the Board or Board Committee. Immediately after the Board or Committee has reached a decision, its finding shall be put in written form and filed with the Secretary. The Secretary, in turn, shall notify each of the parties of the decision and penalty, if any.

Section 4: Expulsion

Expulsion of a member from the AWPGA may be accomplished only at the Annual Meeting of the Club with only AWPGA members in good standing present following a hearing and upon the recommendation of the Board or Board Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his or her own behalf, though no evidence shall be taken at this meeting. The President shall read the charges and the findings and recommendation of the Board of Directors or Board Committee, and shall invite the defendant, if present, to speak in his or her own behalf if the defendant wishes to do so. The members shall then vote by secret ballot on the proposed expulsion. An affirmative two-thirds (2/3) vote of those present and voting at the meeting shall be necessary for expulsion. If expulsion is not so voted, the suspension shall stand.

ARTICLE VII Amendments

Section 1: Proposals to Amend the Constitution, Bylaws and Breed Standard

Amendments to the Constitution and Bylaws and to the Conformation Standard for the breed may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by twenty percent (20%)of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board by the Secretary for a vote within three months of the date when the petition was received by the Secretary.

Section 2: Process for Amending the Constitution, Bylaws and Breed Standard

The Constitution and Bylaws and the Conformation Standard for the breed may be amended or changed at any time provided a notice setting forth the proposed amendment has been mailed or sent in accordance with the AKC’s procedure on Electronic Balloting for AKC Parent Clubs by the Secretary to each member in good standing and entitled to vote as of the date of the mailing, accompanied by a ballot on which a choice for or against the proposed amendment may be indicated. If ballots are mailed, dual-envelope procedures described in Article IV, Section 4.D shall be followed in handling such ballots to assure secrecy of the vote. The notice shall specify a date not less than 60 days after the date of mailing by the Secretary by which date the ballots must be returned to the Secretary, or to an independent professional firm designated by the Board of Directors, to be counted. No such amendment or change shall be effected unless at least 35% of the members in good standing and eligible to vote timely return valid ballots and two-thirds of those voting members approve such amendment or change.

Section 3: Approval by the Board of Directors of The American Kennel Club

No amendment to the Constitution and Bylaws or the Standard of the Breed that is adopted by the AWPGA shall become effective until it has been approved by the Board of Directors of The American Kennel Club.

ARTICLE VIII Dissolution

Section 1: Dissolution

The AWPGA may be dissolved at any time by the written consent of not less than 2/3 of the members in good standing and eligible to vote. In the event of the dissolution of the AWPGA other than for purposes of reorganization, whether voluntary or involuntary, or by operation of law, none of the property of the Club nor any proceeds thereof nor any assets of the AWPGA shall be distributed to any member of the AWPGA. After payment of the debts of the AWPGA, its property and assets shall be given to a charitable organization selected by the Board of Directors, which organization is operated for the benefit of dogs.

ARTICLE IX Order of Business

Section 1: Order of Business for Board of Directors Meetings

At meetings of the Board of Directors, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:

Roll call
Approval of minutes of the last meeting
Report of the Secretary
Report of the Treasurer
Reports of committees
Election of new members
Filling of board vacancies
Unfinished business
New business
Adjournment

Section 2: Order of Business for Club Meetings

At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:

Determination of existence of quorum
Approval of minutes of the last meeting
Report of the President
Report of the Secretary
Report of the Treasurer
Reports of committees
Election of new members
Unfinished business
New business
Adjournment

ARTICLE X Rules of Order

Section 1: Rules of Order

The rules contained in the then-current edition of “Robert’s Rules of Order, Newly Revised,” shall govern the AWPGA in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any other special rules of order the AWPGA may adopt.