Constitution & Bylaws
Table of Contents for Club Constitution & Bylaws
Section 1: Name & Objectives … 2
Section 2: Affiliation … 2
Section 3: Area of Operation … 2
Section 4: Operation of Club … 3
Article 1: Membership … 3
Article 2: General Meetings … 5
Article 3: Board of Director and Committees … 5
Article 4: Finance … 8
Article 5: Club Year, Voting, Nominations and Elections … 9
Article 6: Discipline … 10
Article 7: Specialty Shows … 11
Article 8: Amendments … 12
Article 9: Club Dissolution … 12
Article 10: Rules of Order … 12
French Bulldog Fanciers of Canada
SECTION 1 – Name
The club shall be known as “The French Bulldog Fanciers of Canada” hereinafter referred to as “the Club” or “the FBFC”.
SECTION 2 — OBJECTIVES
The objectives of the Club shall be to advance in all legitimate ways the development and interests of French Bulldogs by:
⦁ Educating members and the public in all areas of responsible dog ownership and breeding
⦁ Developing and encouraging good sportsmanship
⦁ Providing a rescue service for French Bulldogs
⦁ Conducting conformation specialty shows, boosters, and sanction matches under the rules and regulations of the Canadian Kennel Club, and promoting the French Bulldog as a versatile companion by encouraging participation in CKC performance events, Canine Good Neighbour testing and therapy dog programs
⦁ Affiliating itself with local, regional and provincial French Bulldog organizations for the betterment of the breed
⦁ Supporting conscientious and careful breeding of the French Bulldog according to the CKC breed standard
⦁ Emphasizing the importance of breeding only colours recognized in the CKC breed standard
⦁ Doing all possible within the Club’s power to protect and advance the interests of the breed.
SECTION 3 – AFFILIATION
The Club shall work in co-operation with the Canadian Kennel Club, hereinafter referred to as “the CKC”.
SECTION 4 – AREA OF OPERATION
The area of operation shall be the whole of Canada, divided into five (5) regions:
Western Region – British Columbia and the Yukon Territory
Prairie Region – Saskatchewan, Manitoba, Alberta, Northwest Territories and Nunavut
Atlantic – New Brunswick, Prince Edward Island, Nova Scotia and Newfoundland.
SECTION 5 – OPERATION OF CLUB
The Club shall not be conducted or operated for profit and no part of any revenue or funds from shows, membership fees, donations, fundraising or any other source shall benefit any member or individual.
French Bulldog Fanciers of Canada
article 1 – Membership
Section 1.1 Membership Year
The membership year shall commence on January 1 and end on December 31 of the same year.
Section 1.2 Membership Eligibility
No person will be accepted for membership who:
is engaged in the breeding, buying or selling of dogs which are not purebred or which are non-standard colours
is engaged in the sale or resale of dogs, excluding those bred, owned or co-owned by the member. This includes rescue dogs not owned, co-owned or bred by the member
has been legally convicted of animal cruelty, or who has been refused admission to any other dog club or organization (without a reasonable excuse acceptable to a majority of the Board).
As a volunteer-run organization, FBFC strongly encourages all members to share in the organization and running of the Club and its activities. Sharing the workload evens out the commitment required by each member and is an essential part of an effective club. Volunteering at all levels is greatly appreciated.
Section 1.3 Type of Memberships
Regular Membership – open to all Canadian residents 19 years of age and older. Regular members in good standing are entitled to all Club privileges. Any Regular member—who is also a CKC member in good standing—is eligible for election to any club position.
Family Membership – open to all family members of Regular members. Family Members must also be Canadian resident 19 years and older. Family members are entitled to all Club privileges, including election to office, if they are also CKC members in good standing. All members included in a family membership must reside in the same residence. Note: Voting privileges are limited to two votes per family membership and no more than one family member may hold office at the same time.
Associate Membership – open to all non-residents of Canada. Associate members are not eligible to vote or hold an elected position, but are entitled to receive the Club newsletter and enjoy all other Club benefits and privileges.
Honorary Membership – a membership category awarded to any member the Club deems worthy of such recognition. Names to be considered for Honorary membership are submitted to the Board and approved by a simple majority vote. Honorary members have all the privileges of membership except voting and holding office.
Lifetime Membership – may be awarded to Regular members who have made outstanding contributions to the French bulldog breed and/or Club. Life members shall be elected by a simple majority vote of the Board. Life members have all privileges of the Club including voting and election to office.
Interim Membership – a temporary membership category for those applying for membership without a sponsor. Interim memberships are valid for one year following date of acceptance by the Board. During the interim period, the member is entitled to all membership benefits and may participate in committees and club activities—but may not vote or hold office.
Junior Membership – for youth under 19 years of age. May not vote or hold office.
Section 1.4 Application for Membership
Each applicant for membership shall apply on a form as approved by the Board of Directors. This form can be sent electronically or by postal mail. The applicant’s signature on this form indicates agreement to abide by the Constitution, Bylaws, Code of Conduct and Code of Ethics of the Club.
Section 1.5 Approval of Membership
1. For Regular, Associate, Family and Junior Memberships – Membership is approved by a majority vote of the Board and officially commences once dues are paid in full. A grace period of 90 days is required before new or reinstated members are allowed to vote. (Junior members are excluded from voting privileges.)
For Interim Membership – No sponsorship is necessary. When the one-year interim period is complete, the interim member is eligible to become a Regular or Associate member, subject to Board approval.
2. Any membership application received and rejected by the Club will be followed up with a written explanation to both the applicant and sponsor, delivered electronically or by regular mail.
Section 1.6 Membership Fees
Membership fees will be set at the Annual General Meeting in each year, taking effect January 1 of the next year. The annual fees shall be payable no later than January 31. A member who fails to pay their annual fees by February 1 shall stand suspended from all privileges of the Club and their membership will be automatically terminated. If a member’s cheque is returned by their bank for any reason, the member is required to pay the bank service charges incurred by the Club.
Honorary and Life Members are exempt from membership fees.
New members accepted after September 30 of the calendar year will have their membership fees applied to the current and following year.
Section 1.7 Termination of Membership
Membership at any level may be terminated for any of the following reasons:
A member’s resignation – Must be submitted in writing to the Secretary, electronically or by mail.
Lapsing or failure to pay fees within 30 days of the due date – This automatically terminates the membership and all related membership benefits and privileges.
Expulsion and/or suspension of any member – This could result from breach of and/or violating the Code of Conduct/Code of Ethics and/or conduct detrimental to the welfare of the French bulldog breed, another Club member or the Club. The procedure for dealing with complaints is described under Article 6 (Discipline).
Canadian Kennel Club (CKC) disciplinary action – Any FBFC member deprived, suspended, debarred, expelled or whose membership has been terminated by the CKC Discipline Committee (or any other recognized canine registration body) will also immediately lose their membership in the FBFC for the same time period. Individuals later reinstated by CKC may reapply for membership in the FBFC, subject to Board approval.
Section 1.8 Voting Privilege
All eligible voting members (i.e. in the Regular, Family and Lifetime membership categories) in good standing are entitled to vote. Voting by proxy is not permitted. A grace period of 90 days is required before new members or reinstated members are allowed to vote. FBFC members who are also Canadian Kennel Club members must remain members in good standing in both clubs to retain voting privileges.
Section 1.9 Membership List
A complete and current list of all members shall be maintained by the Secretary (with the assistance of the Membership Liaison if the position is filled). This list shall be made available to the membership annually (with updates sent to membership as required), via online communication.
The format shall be modified to exclude confidential information such as phone numbers and postal addresses. The abbreviated version sent to members shall be limited to a member’s name and general location, i.e. city/province, or city/state.
ARTICLE 2 – GENERAL MEETINGS
Annual General Meetings – The Annual General Meeting (AGM) shall be held in the first quarter of each year or conjunction with the Club’s Specialty Shows, and may be held as a virtual or in-person meeting. Method (including physical location, if applicable), date and time will be designated by the Board. A notice of such meeting will be sent via email to all voting members 30 days prior to the date of the AGM at their most recent email address on record. Every effort will be made to make participation in AGMs accessible to all members via online communication, whether held at a physical location or conducted entirely online. Quorum for AGM is 10 per cent of eligible voting members plus three Board members.
Special General Meetings – Special meetings of the Club may be called by the President or by written request of a majority vote of the Board or a written request of a majority of the eligible voting members of the Club.
Board Meetings -The meetings of the Board shall be held at such times and places designated by the President or by a majority vote of the entire Board. The Secretary will notify board members of each meeting within seven (7) days of the meeting date. The quorum for a Board Meeting shall be five (5) Board members attending the meeting. Consistent absence from board meetings is grounds from removal from the Board. The Board may conduct its business by online communication, by telephone conference call or email.
ARTICLE 3 – BOARD OF DIRECTORS and COMMITTEES
Section 3.1 Board of Directors
The Board of Directors – (“the Board”) shall consist of the President, Vice President, Secretary and Treasurer with a minimum of four (4) Regional Directors. Officers of the Board shall consist of the President, Vice President, Secretary and Treasurer and may be referred to hereafter as “the Officers” or “the Executive”.
Regional Directors – must reside in the region they represent and be elected by the members of that Region. If no Regional Director is elected in a Region, the President may appoint a Regional Director to represent that Region. If there are no members to appoint or willing to be a Regional Director for a particular region, then a Region, during the term of the current Board, may be combined with an adjoining region until there are voting member(s) representing that particular region.
1) Terms of Office – Officers and Directors shall be elected for a term of two years. The term of office for Officers and Regional Directors shall begin on January 1 immediately following the election and terminate on December 31 two (2) years after. All positions must be re-elected after each term.
The President is restricted to a maximum of two (2) consecutive terms. There is no limit on the term of other Board positions, subject to re-election. Eligible members may hold only one Board position at any given time.
Section 3.2 Duties and Responsibilities of Officers and Directors of the Club
Every officer, director and committee chair of the Club, in exercising the powers and performing their functions, must:
act honestly and in good faith and in the best interest of the Club
exercise the care, diligence and skill of a reasonably prudent person
act impartially to all members and
not breach confidential information to non-Board members.
Indemnification of Board Members, Officers and Committee Members All Board Members, Officers of the Club and/or Committee Members, their heirs, executors and administrators and estate and effects respectively, shall at all times, be indemnified and saved harmless subject to the provisions of all applicable statutes, out of the funds of the Club from and against any liability and all costs, charges and expenses that they may sustain or incur in respect of any action, suit or proceeding that is proposed or commenced against them for or in respect of the proper execution of their duties.
The duties of the Officers and Directors shall be as follows:
President – The President will be the Chief Executive Officer of the Club and will have the general powers and duties of supervision and management. The President shall be an ex-officio member of all Committees except the Nomination Committee, and act as Chair of all meetings of the Officers, Board and/or members.
Vice-President – the Vice-President will act in the absence of the President and shall assist the President in the discharge of duties.
Secretary – The Secretary shall keep, record and disseminate the minutes of all meetings of the Board, the Officers and the members of the Club as well as all matters requiring a record as ordered by the Club. An approved copy of the minutes from Board Meetings shall be shared with the membership within one (1) month after each meeting
The Secretary shall also:
notify all members of the Annual General Meeting and/ or Special meetings
notify new members of acceptance to membership and send renewal notices to all members at year end (i.e. during the month of December). If a Membership Liaison is appointed, the Membership Liaison becomes responsible for new-member notification
a. officially notify Officers and Directors of their election to office in written communication
b. keep current contact information for members of the Club, as well as the Constitution & Bylaws, the Code of Ethics and the Code of Conduct and make these available to all members
a. appropriately handle or redirect all correspondence and keep on file. Pass on all correspondence, intact, to the newly elected Secretary within 30 days of the transition to the newly elected Board.
Treasurer – the Treasurer shall maintain such records as are necessary to record the financial status of the Club. The Treasurer shall:
collect all fees and revenues
a. pay out such amounts as authorized by the Board
keep a bank account in a chartered bank approved by the Board, in which all revenues of the Club shall be deposited and from which Club expenses shall be paid by cheque
maintain a small petty cash fund in an amount at the discretion of the Board
report the Club’s finances at meetings and when requested. A copy of such quarterly finances shall be included in the Club newsletter
make the books of the Club available for inspection by the Board at all reasonable times.
Regional Directors – the Regional Directors shall:
represent the Club in their defined areas
coordinate and distribute Club information for their area to Club members
coordinate a two-way exchange of information, suggestions, ideas or complaints from members in their area to the Executive
when feasible, organize social/fun events and/or Boosters at All-Breed Shows and/or Sanction/Fun Matches in their area.
Section 3.3 Duties and Responsibilities of Committees/Other Club Positions
Committees – The President shall appoint a Chair to Standing Committees and any other Ad Hoc Committee which may be created to deal with any particular interest or function.
Newsletter Editor – Roles and Responsibilities
The newsletter editor(s) will review, edit and assemble information submitted for inclusion in the official publication of the FBFC. The Board reserves the right to edit and/or remove any information submitted for inclusion in the Publication which it deems inappropriate.
The newsletter will be sent quarterly to members in good standing, electronically or by surface mail.
If requested, the Newsletter Editor(s) will be provided with a petty cash fund in an amount at the Board’s discretion, to cover all direct costs of the Publication (paper, postage, printing etc.). The Newsletter Editor(s) will keep all receipts in a readable format and submit them quarterly along with a list of expenditures to the Club Treasurer.
Failure to fulfill newsletter duties can/will result in the removal of the Newsletter Editor(s) from their position by the Board. Newsletter editor(s) will not use the Club publication for personal gain.
Rescue Coordinator – Roles and Responsibilities
The Rescue Coordinator is responsible for organizing a prompt response for French Bulldogs in need and maintaining a list of individuals willing to help. The Rescue team, which includes case coordinator(s) and relevant volunteers, is responsible for immediate response decisions such as intake, transport, foster care and placement as well as initial routine care and essential procedures. The President or Vice President should be contacted in advance for approval of challenging new intakes and/or approval of treatment and care plans beyond normal care or costs.
The Rescue Coordinator is responsible for regular updates to the President and/or Vice President and will provide them with an estimate of potential costs for each rescue intake. The Rescue Coordinator will maintain a rescue financial operating account for daily operation and emergency situations, and a copy of invoicing for costs incurred will be made available to the Treasurer.
Membership Liaison – Roles and Responsibilities
The Membership Liaison will support the Secretary in communication related to the membership, including notifying new members of their acceptance to membership and reminders of membership renewal. The Membership Liaison will also work closely with the Secretary and Treasurer to maintain an up-to-date Membership List.
Section 3.4 Resignations, Removals and Filling of Vacancies
The Board shall have the right to remove any Officer or Chair of a Committee for violation or neglect of duty by a two/thirds (2/3) majority vote only.
Any member of the Board may resign from office by giving the Board one (1) month’s written notice of intent.
If an Officer or Director resigns or is removed during his/her term, the position shall be filled by a majority vote of the Board. If the President resigns or is removed, this vacancy is automatically filled by the Vice President (and the resulting vacancy in the office of Vice President shall be filled by the Board as previously described).
ARTICLE 4 – FINANCE
The funds of the Club shall be deposited in a chartered bank approved by the Board, in an account opened in the name of “French Bulldog Fanciers of Canada”.
All cheques shall be signed by the Treasurer and counter-signed by the President, the Vice President or the Secretary.
Borrowing of Club funds or use funds for personal benefit is prohibited.
Members of the Club shall be reimbursed for authorized Club expenses upon submission of appropriate documentation/receipts to the Treasurer.
The financial liability of a member of the Club to club creditors is limited to the amount previously paid as an annual membership.
ARTICLE 5 – CLUB YEAR, VOTING, NOMINATIONS and ELECTION
Section 5.1 Club Fiscal Year
The Club’s fiscal year shall begin on the first day of January and end on December 31.
Section 5.2 Voting Requirements
Associate, Honorary, Interim and Junior members are not eligible to vote. All other eligible voting members in good standing (who have completed the 90-day grace period) may vote at Annual General Meetings and Special General Meetings, elections for the Board of Directors, Bylaw Amendments and any other matters deemed as requiring general membership approval.
At the AGM or any Special General Meetings of the Club, whether held virtually or in-person, voting is limited to eligible members present at the meeting. Voting by proxy shall not be permitted.
Section 5.3 Ballot Voting Methods
Voting that requires a ballot vote may be conducted by mail or a confidential electronic method. Ballot voting shall be used for:
club elections for Officers and Directors of the Board
membership voting regarding amendments to the Constitution/Bylaws or the Breed Standard
other specific questions for decision that the Board of Directors may decide to submit for decision to all voting members by confidential ballot.
a. Voting by Mail Ballot – Balloting shall be conducted using the dual-envelope ballot procedure as described in Article 5, Section 4.
b. Voting by Electronic Ballot – When the Electronic Ballot option is used, all eligible voting members in good standing shall receive an Electronic Voting ballot Package (EVP) outlining election candidates (or issue/amendments to be voted on) as well as the: • Voting time period • Procedure for voting • Voter verification method and • Security Measures to ensure confidentiality of vote.
If a voting member does not receive an EVP, the Secretary shall provide a replacement EVP. Failure of a voting member to receive an EVP as provided shall not invalidate an election.
Section 5.3 Nomination Process
⦁ All eligible voting members in good standing with both the FBFC and the Canadian Kennel Club may stand for election as Officers and Directors.
⦁ A three-person Nomination Committee shall be appointed by the Board to oversee the nomination process, composed of one (1) Officer and two (2) voting members in good standing. The Nomination Committee may conduct its business in person or by online meeting.
⦁ Candidates’ names may be put forward in two methods: i) nomination by a member in good standing or ii) nomination from the Nomination Committee.
⦁ Ninety (90) days before the AGM the Nomination Committee shall mail/email: i) a nomination form, ii) a Notice of Nomination, iii) a list of Club members eligible for nomination and iv) nomination instructions, to each eligible voting member’s last known contact information. This includes Interim members who have completed 90 days of membership in the Club on the date of mailing.
⦁ Process for Nomination by Another Club Member Members who wish to nominate another member shall complete the form sent by the Nomination Committee.
To be valid, nomination forms must:
be signed by two voting members in good standing from any region. (Digital signatures are accepted)
include the written acceptance of the nominee
be submitted to the Secretary and/or Nomination Committee 45 days prior to the AGM.
⦁ Process for Nomination by the Nomination Committee The Nomination Committee will:
solicit nominations to ensure geographical representation of the membership on the Board so that no more than 50 per cent of the candidates for officers are nominated from one region
nominate candidates by considering which members have the appropriate skill set for positions
ensure nominees shall not be nominated for more than one office or position.
⦁ Ballots will be returned to the Secretary, who shall tabulate returned Nomination Forms received from the membership and provide results to the Board after the nomination period closes.
⦁ Each candidate shall have the opportunity to make their qualifications known to the membership in form of a biography prior to the election.
⦁ Nominations will not be accepted from the floor at the Annual General Meeting unless there are no nominations received for an Officer position.
Section 5.4 Conduct of Elections
1. For Mail Election: Not less than 30 days prior to the AGM, the Nomination Committee will send a postage prepaid Election Package to each eligible voting member’s last known address with:
A Notice of Meeting including date and place of the AGM, an instruction for voting procedure of ballot and a list of nominees standing for the election
A ballot listing nominees for each office and for Director from the area where the member resides
a blank envelope addressed to the FBFC Secretary, marked as “ballot” and a pre-typed envelope addressed to the Secretary with the return address of the member to whom it was sent.
2. For Electronic Election Vote: The Nomination Committee shall follow the procedure outlined in Section 5.3.b. (Voting by Electronic Ballot).
3. The Secretary will verify and count the election ballots and certify the results to the Chair of the AGM. The Secretary shall then put all nomination forms and election ballots in a sealed envelope, which will be destroyed by the Secretary six (6) months after the election.
ARTICLE 6 – DISCIPLINE
Section 1 – Complaints
1. If a member has a dispute with another member and wishes to make a formal complaint, the complaint must be filed in writing.
2. Complaints against members of the Club may arise from a breach of any aspect of the FBFC Code of Conduct and/or the FBFC Constitution and Bylaws.
Section 2 – Complaint Procedures
Phase I – Any Club member (hereafter referred to as “Complainant”) who has a complaint against another Club member (hereafter referred to as “Respondent”) shall submit the complaint to the Board by email, regular mail or fax. In the event the complaint is against one of the Board members, the complaint shall be sent to the Complainant’s Regional Director to be shared with the Board.
The Board will then appoint a third-party person unrelated to the FBFC and either the Complainant or the person whom the complaint is made against. Both parties involved in the complaint must mutually agree on the Third-Party Person. This Third-Party Person must be familiar with all things dog-related in breeding, showing, breed club experience etc. and a member in good standing with the Canadian Kennel Club. The Third-Party Person will decide if there is merit in the complaint to warrant moving to Phase II. If in the opinion of the Third-Party Person, the complaint does not have merit to move to Phase II, the Complainant will be notified by registered mail and by email explaining the reasons why the complaint was not moved to Phase II and may include a note of direction or clarification of Bylaws and Policy.
Phase II – The Secretary, if not named in the complaint, will liaise with the Third-Party Person on the Board’s behalf and shall provide a copy of the complaint to the Respondent by registered mail and by email upon direction of the Third-Party Person appointed. If the Respondent wishes to reply to the Complaint, the reply must be received by the Third-Party Person within twenty-one (21) days of the sent date. The matter will then be reviewed by the Third-Party Person and he/she will recommend the disciplinary action to be taken. Such discipline may include warning/demotion / suspension / expulsion. The Third-Party Person shall send a registered letter and email regarding decision in the matter to both parties in the dispute and the Board to notify them of the outcome no later than 30 days from receipt of the Respondent’s reply to the complaint.
If the offence warrants expulsion the Board must call a meeting of all eligible Voting Members who shall either uphold the decision of the Third-Party Person or apply a lesser discipline by a simple majority of all voting members present. This meeting can be conducted electronically or via telephone or video conference. Any member whose conduct is determined to be improper, unbecoming or likely to endanger the welfare, interests or reputation of the Club, or who willfully commits a breach of the Constitution, Bylaws or Code of Conduct of the Club may be expelled.
Section 3 – Canadian Kennel Club Suspension
Any member who is suspended, debarred, expelled or deprived by the Canadian Kennel Club or any other recognized canine registration body shall automatically be suspended from all FBFC privileges for a like period.
ARTICLE 7 – SPECIALTY SHOWS
The Club will make every effort to hold a National Specialty Show every other year, and a booster in to alternate years. Ideally the National Specialty Show will alternate between Eastern and Western Canada. When this is not possible, the National Specialty may be held at any location in Canada which the current Show Committee deems appropriate.
Regional Specialties may be held at any location in Canada the current Show Committee deems appropriate in that region.
Every effort will be made to hire breeder judges at all specialties and boosters.
The Treasurer will prepare and present the show’s financial report to the Board within three (3) months (or a reasonable timeline) and make this report available to all voting members.
ARTICLE 8 – AMENDMENTS
8.1 Proposal for Amendment
Amendments to the constitution or the bylaws may be proposed by the Board of Directors or by written petition addressed to the Secretary signed by fifty per cent (50%) of all eligible voting members in good standing. Amendments proposed by such member petition shall be considered by the Board of Directors at the next regular board meeting within ninety (90) days of the date received by the Secretary.
8.2 Amendment by vote
The constitution and bylaws may be amended at any time provided a copy of the proposed amendment has been mailed by the Secretary to each eligible voting member, accompanied by a ballot on which the member may indicate his/her choice for or against the action to be taken. Dual-envelope procedures will apply as described under Article 5, Section 4, to assure confidentiality of the vote. (Final vote may also be done digitally, as long as the method used ensures voting confidentiality.)
Notice with such ballot shall specify a date not less than 30 days after the date of mailing by which date the ballots must be returned to the Secretary to be counted. A two-third (2/3) majority of the returned votes of all eligible voting members is required to approve the proposed amendment.
ARTICLE 9 – CLUB DISSOLUTION
The Club may be dissolved at any time by the written consent of not less than two-thirds (2/3) of the eligible voting members. No voting by proxy will be permitted. If the Club is dissolved, other than for the purposes of reorganization, Club property and assets shall not be distributed to any member of the Club. After payment of any debts, all proceeds from the sale of Club assets and property will be donated to a charitable organization, selected by the Board of Directors, for the benefit of dogs.
ARTICLE 10 – RULES OF ORDER
In all cases, unless otherwise stipulated in these Bylaws, the most recent version of Robert’s Rules of Order shall govern at all meetings of the members.
The order of business at the AGM, Election Meetings, Special Meetings and Board Meetings shall be:
Minutes of the last meeting
Report of the President
Report of the Secretary
Report of the Treasurer
Report of the Committees
Determination of membership rates for the ensuing year (Annual General Meeting)
Election of Officers (Annual General Meeting)
Revisions approved by the membership.