Bylaws of the American Lineback Cattle Registry
(Revised 04/07/18)
The American Lineback Cattle Registry, Inc. is a corporation established under the laws of the State of Vermont. The objectives are to establish and maintain registries of the various breeds of Lineback Cattle throughout North America, preserve and promote the breeds, and set standards for registry. This non-profit membership organization may engage in research, education, communication, and all other acts necessary to promote the above purposes.
Article I – Non-Profit, Non-Stock
Section 1. The operation of said corporation is without stock and without profit. No pecuniary profit shall be paid to any member.
Section 2. The assets of the ALCR shall consist of any property essential to the maintenance of general operations.
Section 3. In the event of dissolution of this corporation, its assets shall be distributed only to one or more organizations described in Section 501(c)(3) of the Internal Revenue Code.
Section 4. In the event of dissolution of this corporation, its records shall be deposited with one or more organizations.
Article II – Acceptance and Expulsion of Members
Section 1. Any person may become a member of the ALCR by completing the appropriate membership application and paying the appropriate dues to the registrar.
Section 2. Membership fees shall be paid annually and submitted to the registrar of the corporation by January 1.
Section 3. Membership fees shall be set according to the following categories:
- A – Junior Membership: Under 21 years of age (as of January 1), one-time fee of $20. No voting privileges. Must include date of birth on application.
- B – Individual Membership: Single person over 21 years of age, annual fee of $20. This membership includes 1 vote.
- C – Family or Farm Membership: Individual, spouse, and children under 21 years of age, annual fee of $30. This membership includes 1 vote.
- D – Lifetime Membership: Individual, spouse, and children under 21 years of age, one-time fee of $300. This membership includes 1 vote.
Section 4. Members may be expelled from the corporation upon a two-thirds vote of the membership.
Section 5. Non-payment of membership fees shall constitute sufficient grounds for termination of membership. A grace period of four months shall be provided before termination takes effect.
Section 6. To be nominated to the Board of Directors, the nominee must be a current member in good standing.
Article III – Board of Directors
Section 1. The Directors of the corporation shall consist of seven members, elected to the Board of Directors by the members at large of the corporation during the Annual Membership Meeting. Officers of the corporation shall be ex officio members of the Board of Directors, with full voting privileges.
Section 2. Directors shall serve three-year terms and may not serve more than two consecutive terms.
Section 3. In the event of a vacancy, the Board of Directors shall appoint a person to fill the vacancy until the next Annual Meeting. A vacancy will be declared by a quorum of the Board if:
(a) A Board member resigns; or
(b) A Board member fails, without good cause, to participate in Board meetings.
Section 4. The Board of Directors shall be responsible for:
(a) Establishing policy for the corporation;
(b) Developing an annual budget;
(c) Developing projects to carry out the Board’s policy and evaluating said projects;
(d) Chairing committees established by the Board;
(e) Hiring senior staff necessary to implement Board projects;
(f) Approving contracts and grant applications and authorizing expenditures;
(g) Directing fundraising;
(h) Promoting membership;
(i) Participating in Directors’ meetings;
(j) Participating in the annual review of Board membership;
(k) Arranging for an audit of financial records whenever necessary.
Article IV – Officers
Section 1. The Officers of the corporation shall consist of a President, Vice-President, Recording Secretary, and Treasurer.
Section 2. Officers shall be elected for a two-year term by members at the Annual Membership Meeting. Executive Officers’ elections shall be staggered: President and Secretary one year; Vice-President and Treasurer the next year.
Section 3. No member may hold more than two offices at one time. No member shall serve as President or Vice-President for more than three consecutive terms.
Section 4. Duties of the Officers:
(a) President: Call and conduct Board and Membership Meetings; set the agenda.
(b) Vice-President: Assist the President and preside in the President’s absence.
(c) Recording Secretary: Record and distribute minutes of all Board and Annual Membership meetings.
(d) Treasurer: Oversee deposits and payments, and maintain financial records.
Article V – Meetings
Section 1. The regular Annual Meeting of the corporation shall be held each year. The Board of Directors or the President shall determine the specific time and location. Notice of the meeting shall be published at least one month in advance.
Section 2. Special meetings may be called by the President, by any three Directors, or by any five members. Notices must specify date, time, place, and purpose and be deposited in the United States Mail at least five days before the meeting.
Section 3. Directors shall meet at least twice a year. Minutes of Directors’ meetings shall be made available to all members. A quorum of four Directors and one Officer is required to conduct business.
Section 4. Special Directors’ meetings may be held upon notice specifying date, time, place, and purpose, mailed at least fifteen days in advance, or communicated by telephone or personal contact in emergencies. Such meetings may be called by the President or any four Directors.
Article VI – Amendments
Section 1. These By-Laws may be amended at any meeting of the corporation, regular or special, by a two-thirds vote of members present.
Section 2. Proposed amendments must be submitted to the Board of Directors and/or the President by the last day of the Annual Membership Meeting.
Section 3. Proposed amendments shall be published by the corporation at least one month in advance of the meeting.
Questions or comments, please contact us at: alcr@americanlinebacks.net