DWAA Constitution and Bylaws

Dog Writers Association of America, Inc.
Founded 1935
Incorporated under the laws of the State of Massachusetts




Name and Objects

Section 1.
The Name of this Association shall be the DOG WRITERS ASSOCIATION OF AMERICA, INC., hereinafter referred to as the Association.

Section 2.
This Association shall be organized exclusively for, and shall be operated exclusively for charitable and educational purposes, and will not carry on any activities not permitted to be carried on by an organization exempt under section 501(c) (6) of the Internal Revenue code.
The objects of the Association shall be:
(a) To promote the interests of dogs through news and informational channels.
(b) To provide a medium for the exchange of ideas, methods, and professional courtesies among its members.
(c) To promote a high standard of ethics in the writing, collecting, and disseminating of dog news.
(d) To promote and support an Annual Writing Competition. (Adopted 2004)

Section 3.
The Association shall not be conducted or operated for profit, and no part of any profits or remainder or residue from donations to the Association shall inure to the benefit of any member or individual.
In the event of the dissolution of the Association, whether voluntary or involuntary or by operation of law, none of the property of the Association nor any proceeds thereof nor any assets of the Association shall be distributed to any members of the Association: but after payment of the debts of the Association, its property and assets shall be given to a charitable organization selected by the Board of Governors. Such organization shall at the time qualify as an exempt organization under section 501 (c) (6) of the Internal Revenue Code.
Section 4. The members of the Association shall adopt, and may from time to time revise, such By Laws as may be required to carry out these objects.


 

DOG WRITERS ASSOCIATION OF AMERICA, INC
FOUNDED 1935


 

By Laws
(Adopted August 25, 1982)



ARTICLE 1

Membership

Section 1.
Membership shall be limited to those persons to promote the best interests of dogs through news or informational channels and qualifying fields of experience. (Adopted 1997)
There shall be the following classes of membership:
(a) Professional Membership shall include those persons who are actively engaged, on a regular basis, in writing (or other forms of dissemination of information) about dogs and who are paid for their work. This class of membership shall pay dues, have voting privileges, and be entitled to receive the Association’s Press Card.
(b) Associate Membership is established to encourage writers who are published but not necessarily paid for their work. May serve as a member of a regular appointed committee. Associate Membership shall pay dues but shall not run or hold an office and shall not have voting privileges nor receive a Press Card (Membership Card Only) (Adopted 1997)
(c) Retired Membership shall include those persons who are no longer actively writing and have reached the age of at least 65 and have had at least 15 years continuous membership in the Association. Any member may apply for Retired Membership at any age after 65 when he discontinues writing on an active or regular basis. A member may apply and, when approved by the board, shall pay one-half the regular dues and retain the same privileges he had as a Professional or Associate Member.
(d) Honorary Membership may be conferred by the Board upon any member who is retired and has been a member for at least 20 years. There shall be no annual dues and the member shall retain the same privileges he had as a Professional or Associate Member.
(e) Junior Membership for those under 18 years of age who actively engage on a regular basis, in writing and are paid for their work. This class shall pay dues, receive a Press Card, but will not hold office or have voting privileges. (If they are not paid they will receive an Associate Card). They will automatically become Professional Members at the age of 18 if paid and Associate Members if not paid. (Adopted 2004)

Section 2.
Members in good standing shall not lose their classification because of change in their occupational situation: but because of a changed situation may apply for a higher classification.

Section 3.
All applicants for membership must be sponsored by two members in good standing and must have the affirmative vote of two thirds (2/3) of the members of the Board of Governors and must submit three copies of their work and a resume if desired.


Section 4.
Dues for the ensuing year shall be set by a vote of the membership at the Annual Meeting. As nearly as possible, notice shall be mailed the first week of January and payable by March 1.
Members in arrears after March 1 shall be notified, and failure to remit dues by May 1 shall result in termination of membership for the ensuing year. Dues notices may be included in the Newsletter. (Adopted 1997)

Section 5.
Termination of Membership: A member shall cease to be a member of the Association if:

(a) Such member resigns by giving notice in writing to the secretary.
(b) Such member fails to pay dues.
(c) Such member has conduct deemed detrimental to the best interest of the Association (procedure as stated in ARTICLE V1.)

Section 6.
Reinstatement of Membership: With the approval of the Board, a member whose membership has been terminated for nonpayment of dues may reinstate his membership by paying for the current year. After one year of termination, a new application must be submitted.

ARTICLE II

Meetings and voting:

Section 1.
Board of Governors: Regular meetings of the Board of Governors may be held as specified by the Association.

Section 2.
Calendar year: The Calendar year shall be from the first day of March through the last day of February.

Section 3.
Annual Meeting: The Board of Governors shall have at least one regular meeting annually, at a time and place to be determined by the Board of Governors. Notice shall be given at least thirty (30) days prior to the meeting to all members eligible to vote.

A majority of the members present and voting can transact business.

Section 4.
Conducting Business: In intervals between meetings of the board of Governors, the President or Secretary may refer and submit by mail, telephone, or telegram and fax or E-mail to the members of the Board specific questions relating to the affairs or management of the Association which, in the opinion of the President, require action on the part of the Board of Governors. The result of such referendum, if consented to in writing by a majority of the members of the Board voting therein, as specifically provided for in these By Laws, shall constitute the act of said Board of Governors and be binding upon the Association as if the approval were taken at a duly constituted meeting. (Adopted 1997)


Section 5.
Voting: the Board may refer questions to the membership for their vote by mail. Unless otherwise specifically provided for in these By Laws, a majority vote of those voting shall be binding on the Association.

Section 6.
Quorum: The Affirmative vote of the majority of the Board Members present at a meeting shall be necessary to transact business, providing a minimum of three members are present and the President or Vice President. If a meeting is held by other means of communication as provided in Section 4, the board members shall have 15 (15) days to respond. Those failing to respond shall be considered an affirmative vote. (Adopted 1997)

Proxy voting will not be permitted at any meeting, election, or referendum by the Board or by the Membership.

ARTICLE III

Board of Governors:

Section 1.
Number: The Board of Governors of the Association hereinafter referred to as the board shall consist of eleven (11) persons.
Section 2.
Election: The Members of the Board shall be elected by the vote of the majority of those members voting.

Section 3.
Term of Office: Each Board member shall hold office until his successor is elected and qualified at the Annual Meeting, or until his death, or resignation.
(a) Officers will be elected for a term of two (2) years. Adopted 1994)
(b) The Immediate Past President shall hold office until replaced by a new Past President.
(c) Two (2) Board Members will be elected each year to serve for (3) year terms

Section 4.
Duties: The Board shall be responsible for the control and management of the affairs, property, and interests of the Association; and for keeping the general public informed of the activities of the Association.

Section 5.
Committees: the Board may create and appoint committees to assist the Governors in the conduct of the affairs of the Association.

Section 6.
Vacancies: Any vacancy on the Board shall be filled for the unexpired term by a majority vote of the remaining Governors, except as outlined in ARTICLE 1V, Section 2(b).

Section 7.
For cause, any member of the Board of Governors may be removed from office by a two-thirds (2/3) vote of the remaining Board Members.

ARTICLE IV

Officers:

Section 1.
Number. The Officers of the Association shall consist of a President, a Vice President, a Secretary, and a Treasurer. If circumstances should warrant, the office of Secretary and Treasurer may be combined with the dual officer having one vote.

Section 2.
Duties:
(a) The President shall preside at all the meetings of the Association and, subject to the direction of the Board, shall have general charge of the affairs, property, and interests of the Association and shall be signatory on the funds of the Association. The President shall be ex-officio member of all committees except the Nominating Committee. (Adopted 1997)
(b) The Vice President shall have the duties and exercise the powers of the President in case of the President’s absence, incapacity, or death. If the Office of the President should become vacant, the Vice President shall assume such office for the unexpired term.
(c) The Secretary shall keep a record of all meetings of the Board and of all matters of which a record should be ordered, cause all notices to be duly given, and perform all duties incident to the office. The Secretary shall keep the records of and coordinate new member applications and have newly elected members directory information published in the next available Newsletter. The Secretary shall keep the permanent record of all members of the Association for the Membership Directory. (Adopted 1997)
(d) The Treasurer shall have charge of all funds, securities, receipts, and disbursements of all the Association: and shall keep all books of account of all the business transactions of the Association. The treasurer shall render to the President or to the Board, whenever requested, a statement of the financial condition of the Association and of all transactions as Treasurer; and shall render a full financial report, based on the books and accounts audited annually by a qualified accountant or auditing committee, at the Annual Meeting of the Association

ARTICLE V

Committees

Section 1.
Appointment: the President shall appoint the Chairman of all Committees.

Section 2.
Standing Committees: the President may each year appoint standing committees to advance the work of the Association. Such committees shall always be subject to the final authority of the board.

Section 3.
Termination: Any committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice to the appointee: and the Board may appoint successors to those persons whose services have been terminated.

Section 4.
Special Committees: special committees may be appointed by the President from time to time.

Section 5.
Nominating Committee: the Board shall elect a Nominating Committee consisting of three (3) members to prepare and submit a slate of Governors for the ensuing year.
(a) The Nominating Committee shall be named before August 1.
(b) The Report of the Nominating Committee shall be received by the Secretary in time to be published in the October Newsletter.
(c) Any Member in good standing may petition to run for a specific office if he sends to the Secretary, before November1, a petition signed by ten (10) members in good standing. (Adopted 1997)
(d) On or about December 1, the Secretary will mail a ballot to each member in good standing. If feasible, the Newsletter can be used to contain the ballot.
(e) All ballots received by the Secretary before December 31 will be delivered unopened to the Annual Meeting where three (3) tellers appointed by the President will count them.
(f) Those nominees, receiving the highest number of votes will be declared elected.
(g) If the election is uncontested, no ballots need be mailed.

ARTICLE VI

Termination:

A membership can be terminated by the Board if such member has conduct deemed to be detrimental to the best interest of the Association. The Board must consider the charges and inform the accused member of such charges. Said member must have the opportunity of presenting his defense in writing and or in appearing before a Board Member of his choice.
If after considering both charges and the defense a majority of the Board decides on termination, said membership will be terminated.

ARTICLE VII

Amendments:

Section 1.
The By Laws can be amended in the following ways.
(a) The board of Governors can present an amendment.
(b) Ten (10) members in good standing can present an amendment.
(c) The members can present an amendment at the Annual Meeting.

Section 2.
The suggested amendment must be presented to the Secretary who will have it published in the next feasible issue of the Newsletter. In the ensuing issue of the Newsletter, pro and con discussion can be presented. In the following issue of the Newsletter, a ballot will be presented for the vote of the membership. If using the Newsletter is not feasible, direct mail can be used. Members must always have at least thirty (30) days’ notice.
Members will mark their ballots and mail them to the Secretary. The deadline for receiving the ballot will be set by the Board. The Board will determine the method counting the ballots.

ARTICLE VIII

Dissolution:

The Association may be dissolved at any time by the written consent of not less than two-thirds (2/3) of the members; provided, however, that the Secretary shall have mailed to the entire membership a copy of the proposed resolution dissolving the Association.(the procedure for proposing amendments shall be followed).

ARTICLE IX

Rules of Order:

ROBERTS RULES OF ORDER (Revised) shall govern the DOG WRITERS ASSOCIATION OF AMERICA, INC. in all cases in which they are applicable, and in which they are not inconsistent with the By Laws or the special Rules of Order of this Association.

ARTICLE X

Section1.
We shall hold a contest at our discretion, to honor individuals for communications excellence and the benefits of dogs.

Section 2.
The President shall appoint a contest chair or co-chairs who shall run the contest. (Adopted 1997)