ARTICLE I – ORGANIZATION

1.  NAME
     A.   This organization shall be known as the United States American Bulldog Club.
     B.   The official abbreviation of this name shall be USABC.

2.  LOCATION
    A.   The principal office of the USABC shall be in the town of Bullville, County of Orange, State of New York.
    B.   The USABC may also have offices at such other places within or without  this state as the board may from time to time determine or the business of  the USABC may require.

3.  PROFIT STATUS
    A.   The USABC is incorporated as a not-for-profit organization and shall  abide by the laws of the state of New York for such organizations.

ARTICLE II – OBJECTIVES

1.  USABC OBJECTIVES
    A.   To promote and preserve the working heritage of the American Bulldog.
    B.   To preserve the proper conformation of the American Bulldog.
    C.   To educate the American Bulldog community  and general public regarding responsible ownership, ethical breeding practices, training, health, breed specific legislation and all matters pertaining to the American Bulldog.
    D.   To provide an outlet to the American Bulldog community to compete in    conformation, working events and working seminars.

ARTICLE III – MEMBERSHIP

1. MEMBERSHIP
     A. Membership shall be open to all American Bulldog enthusiasts of good character who subscribe to the purposes and objectives of the USABC as    stated herein.
    B. Membership shall not be open to those individuals that by word or action imply support of illegal or inappropriate activity.
    C. There shall be three types of members:

          I. Full members:
           a. Full members shall be entitled to hold office and benefit in all the advantages of the USABC.
           b. Full members shall pay annual dues.
           c. Dues shall be determined by the Board of Directors and are  payable each year by the date each individual’s  membership expires.
           d. Membership shall cease automatically if the dues are not paid by the expiration date of membership with no notice from the USABC required.
          II. Honorary Members:
           a. Honorary members shall not hold office.
           b. Honorary members shall not pay annual dues.
           c.  Honorary members shall be elected by a simple majority vote of the Board of Directors of the USABC.
          III Member Clubs:
           a. Member Clubs shall consist of five or more full members.
           b. Member Clubs shall pay annual dues.
           c. Dues shall be determined by the Board of Directors and are payable each calendar year.
          d. Membership shall cease automatically if the dues are not paid by March 1st of each year without notice from the USABC required.
          e. Presidents of Member Clubs or their delegate shall be entitled to vote at the annual USABC meeting.

2.  MEMBERSHIP APPLICATION
    A. Any individual or club seeking full membership to the USABC shall submit a completed application for membership to the secretary of the USABC.
     B. A check for the first year’s dues shall be sent with the application.

3.  RESIGNATION OF MEMBERSHIP
     A.   Any member may resign his membership in the USABC at any time upon submission to the secretary a signed statement of resignation.

4.  SUSPENSION AND EXPULSION
     A. Any member may be suspended by a three-quarters vote of the Board of    Directors of the USABC or automatically as provided for elsewhere.
     B. Any member under suspension shall not be entitled to vote or participate in official USABC events.
     C. Any member under suspension for more than four consecutive or non consecutive months of any calendar year may be expelled from     membership by a three-quarters vote of the Board of Directors.
     D. Any member under suspension may be reinstated to full membership in good standing at any time by a three-quarters vote of the Board of     Directors.
     E. Any member may be expelled at any time for a violation of the Bylaws of the USABC stated herein as Article Three, Part One, Section B by a three-quarters vote of the Board of Directors.

5.  MEMBERSHIP MEETINGS.
    A. Meetings of the USABC shall be called by a majority of the Board of    Directors.
    B. There shall be at least one meeting of the USABC during each calendar year.
    C. A regular annual meeting of the board shall be held immediately following the annual meeting of members at the place of such annual meeting of  members.
    D.   Order of Business
          I.   Meetings of the USABC shall be conducted according to The Standard Code of Parliamentary Procedure, 4th Edition by Alice Sturgis.

6.  SPECIAL MEETINGS.
    A. Special meetings of the USABC may be called by a majority of the Board    of Directors.
          I. The secretary shall cause a notice of such meeting to be mailed to all members at their addresses as they appear in the membership     roll book at least two weeks prior to the scheduled date of such meeting.
          II. Such notice shall state the date, time, place and purpose of the meeting and by whom called.
               a. No other business but that specified in the notice may be transacted at such special meeting without the unanimous consent of all present at such meeting.
    B.   Special meetings of the Board of Directors of the USABC may be called by a majority of the Board of Directors.
          I. The secretary shall cause a notice of such meeting to be mailed to  all Board of Directors at their addresses as they appear in the membership roll book at least two weeks prior to the scheduled date of such meeting.
          II. Such notice shall state the date, time, place and purpose of the meeting and by whom called.
           a. No other business but that specified in the notice may be transacted at such special meeting without the unanimous consent of all present at such meeting.
     C. In the case of urgent business, the President may, with the approval of two other officers, call an emergency meeting of the Board of Directors.
          I. In such an instance, the two weeks notification will not be required; rather a personal or telephone notification to each board member shall be sufficient.
          II. In such an instance, a majority of the Board of Directors shall constitute a quorum.

7.  QUORUM
     A. The presence at any meeting of the Board of Directors majority of the Board shall constitute a quorum and shall be necessary to conduct the    business of the USABC.
          I. A lesser number may adjourn the meeting for a period of not more than 36 hours and the secretary shall notify by telephone or other     electronic means those members who were not present at the meeting originally called.
          II. A quorum as hereinbefore set forth shall be required at any  adjourned meeting.
    B. The presence at any membership meeting of the USABC of a quorum of the Board of Directors and any number of club presidents or their delegate shall constitute a legal meeting so long as notification of said meeting was caused by the secretary to the membership of the USABC by telephone, mail or other electronic means no less than thirty days prior to the scheduling of the meeting.
 

ARTICLE IV – BOARD OF DIRECTORS

1. DIRECTORS
     A. The Board of Directors shall consist of the officers (President, Vice-   President, Secretary and Treasurer) and five directors.
          I. All members of the Board of Directors shall be members in good standing of the USABC.
          II. The board shall determine all questions regarding good standing, but good standing shall include the correct payment of dues.
     B. The Board of Directors shall appoint committees to conduct USABC business according to the directives of the board.

3.  OFFICERS
     A. The President shall:
          I. Preside over all meetings
          II. Serve as spokesman for the USABC for public affairs and when dealing with external organizations.
     B. The Vice-President shall:
          I. Assist the President in all matters pertaining to the USABC.
          II. Succeed the President should the President be unable to fulfill his duties either on a temporary or permanent basis.
          III. Preside at meetings in the event that the President is absent.
     C. The Secretary shall:
           I. Conduct the correspondence of the USABC.
          II. Prepare and distribute minutes of all meetings.
          III. Preside at meetings in the event that the President and Vice-President are absent.
     D. The Treasurer shall:
          I. Oversee the receipt and disbursement of USABC moneys.
          II. Provide a written report on the financial condition and activities of  the USABC to the Board of Directors and membership at the     annual membership meeting.

3.  ELECTION AND TERM OF OFFICERS AND DIRECTORS.
    A. Regional Directors plus the Board of Directors and USABC Club Presidents shall elect officers and directors at the annual membership meeting on the year that the current officers and directors terms expire.
     B. Terms of office shall be found in the USABC Rules and Regulations manual.
     C. Each director shall hold office until the expiration of the term for which he was elected and until his successor has been elected and shall have qualified, or until his prior resignation or removal.
     D.  There shall be no limit on the number of terms that an individual can serve as an officer and/or director.
     E. Should an officer’s position become vacant for any reason during thecourse of the year, an interim officer will be appointed by the President to take his or her place.
     F. The number of directors may be increased or decreased by vote of the members or by a vote of a majority of all of the directors.
         I. No decrease in number of directors shall shorten the term of any incumbent director.
         II. Newly created directorships resulting from an increase in the number of directors may be filled by a vote of a majority of the directors then in office, although less than a quorum exists, unless otherwise provided in the certificate of incorporation.

6.  RESIGNATION.
     A. A director may resign at any time by giving written notice to the board, the president or the secretary of the USABC.  Unless otherwise specified in the notice, the resignation shall take effect upon receipt thereof by the board or such officer, and the acceptance of the resignation shall not be necessary to make it effective.
 

ARTICLE V – CONSTRUCTION

1.  CONSTRUCTION
     A. If there be any conflict between the provisions of the certificate of  incorporation and these by-laws, the provisions of the certificate of    incorporation shall govern.

ARTICLE VI – AMENDMENTS

1.  AMENDMENTS
     A. The by-laws may be adopted, amended or repealed by the members at the time they are entitled to vote in the election of directors.
     B. By-laws may also be adopted, amended or repealed by the board of directors.
     C. Any by-law adopted, amended or repealed by the board may be amended by the directors entitled to vote thereon as hereinbefore provided