Bylaws of the
Fila Brasileiro Association, Inc.
Purpose – The Fila Brasileiro Association (hereafter called “the FBA”or “Association”) is a not-for profit organization dedicated to the promotion and preservation of the Fila Brasileiro breed, in accordance with the official 1976 CBKC (Confederação Brasileira de Cinofilia) standard of the breed, revised in 1984.
ARTICLE 1 – OBJECTIVES AND AIMS
1.01 To encourage and unite Fila Brasileiro fanciers, owners, and breeders.
1.02 To promote the official CBKC standard and to preserve the breed.
1.03 To assist members in every way with information about the standard, breeding regulations, shows, exhibitions, seminars, and other events.
1.04 To encourage sportsman-like conduct at all activities.
1.05 To conduct matches, shows, temperament tests, and other competitions under the rules established by the FBA.
1.06 To foster communication, understanding, and education by establishing a newsletter to be circulated to the membership.
1.07 The FBA is a not-for-profit association and shall not be conducted nor operated for profit. No part of any income, or remainder or residue from dues, donations, or any source shall be used for the benefit of any members or individual. In the event of dissolution of the FBA, any funds which remain in the treasury shall be donated to a charitable animal organization.
1.08 When necessary, the members shall revise and amend these Bylaws as may be required to carry out the aforementioned objectives.
ARTICLE II – MEMBERSHIP
2.01 Eligibility – There will be two types of membership: Single membership (one vote) and Family membership (two votes). Ownership of a Fila Brasileiro is not a requirement for membership. All members in good standing have a right to vote, whether owning Fila or not.
2.02 Dues – All memberships are annual starting at the day of payment. The fiscal year starts on January 1st and ends on December 31st of the same year. Single membership is $30.00 and Family and International memberships are $35.00. Membership fees include a subscription to the quarterly newsletter (Fila Digest).
2.03 Termination of Membership – In order to resign from the FBA, a members should present a letter to the Board of Directors. Membership will be considered lapsed and automatically terminated if a member’s dues remain unpaid ninety (90) days after the annual expiration date. Any member in violation of the Bylaws or any rules and regulations of the FBA will be reviewed by a committee appointed by the BOD. The Association procedures will be: first offense – a warning; second offense – a reprimand, third offense – suspension, and the final findings will be presented to the membership for votes on expulsion.
2.04 Honorary Membership – An Honorary Membership is for any individual or individuals that continually or regularly show support of the FBA and the Fila breed through donation of time or funds. Honorary members are nominated by members to the BOD and approved by the BOD. Honorary members will have all voting rights.
ARTICLE III – MEETINGS
3.01 Normal – Only officers are to attend and vote on regular business procedure. Officers living in other states are allowed to vote in writing, over the phone, or by e-mail.
3.02 Special/Urgent – This meeting is called for specific planning sessions and addressing timely topics.
3.03 General – All members in good standing are welcome to attend, participate, and vote.
ARTICLE IV – OFFICERS
4.01 Officers are elected for terms of three (3) years and serve as members of the Board of Directors. If any member of the BOD tenders their resignation in writing, their resignation will be published in the Fila Digest. If the member of the BOD asks to recant their resignation, it will also be published in the Fila Digest. All copies of these documents should be kept in the FBA files by the FBA Secretary.
4.02 President – The President is an elected office. The duties are as follows:
to preside over all General and BOD meetings; to cast only a tie-breaking vote; to appoint specific officers and committees (the Editor is appointed by the President); to maintain communication with other organizations and members; to hire professional temporary help for any particular department that may require assistance (with the approval of two (2) additional Board members. A second and third officer may be appointed by the President.
4.03 Vice President – The Vice President is an elected office. The duties are as follows:
to function as the President in the absence of that officer; to help the President whenever requested. This position cannot remain vacant in case the President resigns or is not available, as the President is the legal representative of the incorporation. The Board of Directors will immediately appoint a new Vice-President.
4.04 Secretary – The Secretary is an elected office. The duties are as follows:
to record and keep the minutes of all meetings (Normal, Special, General); to keep a record of FBA Bylaws, Breeding Regulations, and Show Regulations; to enter all amendments and additions to same; to keep the correspondence addressed to the BOD; to deal with the routine correspondence and sign letters on behalf of the Association. The Secretary will, with the approval of the BOD, give all notices required to be given to members and Directors. The Secretary shall be the custodian of all books, papers, records, correspondence, contracts, and other documents belonging to the FBA, except otherwise provided in these Bylaws or as may be determined by the BOD.
4.05 Treasurer – The Treasurer is an elected office. The duties are as follows:
to accept all FBA funds; to keep a record of all expenditures and receipts; to present a financial report at each BOD meeting; to present all non-approved expenditures to the BOD for approval; to maintain accurate membership list; send membership renewal notices; send updated membership list to Secretary when new members join; to present all financial records of the FBA at the request of the President and/or BOD.
4.06 Delegates Coordinator – The Delegates Coordinator is an elected office. The duties are as follows:
to keep in touch will all State Delegates and International Delegates who volunteer their services to the FBA; at any given time, each state may be represented by only one member; to help the State Delegates and International Delegates in their duties such as encouraging and promoting the CBKC standard of the breed and all FBA regulations. The Delegates Coordinator and other Delegates will also hand out information on the breed and on the FBA and promote and preserve the true temperament of the breed and working ability through matches, shows, meetings, seminars, working and obedience competitions, temperament tests, etc. The Delegates Coordinator represents the voice of State and International Delegates.
4.07 Youth Director – The Youth Director is an elected office. The duties are as follows:
to encourage youngsters under the age of eighteen (18) to attend matches, shows, seminars, and social activities; to get youths interested in the aims of the FBA.
4.08 Public Relations Director – The Public Relations Director is an elected office. The duties are as follows:
to keep in contact with the membership and potential new members.
4.09 Editor – Is not an elected office. This is a position appointed by the President, who may also revoke it at any time, or make recommendations. The Editor in charge of the Fila Digest will have the responsibility of delivering it in a timely manner, in the months of March, June, September, and December to all members, either by e-mail or by USPS mail to members who request it to be sent by USPS mail. The Fila Digest will include the Financial Report and the Minutes of the General Meeting in the March issue of each year. The Editor will have an Assistant, also appointed by the President, to help out the Editor to perform his/her duties.
4.10 Director of Working Events – This is an elected office. The duties are as follows:
the Director of Working Events will organize special events related to obedience, agility, tracking, protection, fun shows, schutzhund, etc. in close coordination with the host of these events and receive approval for the necessary expenses from the BOD. He/she will send a report to the BOD with a copy to the Treasurer, stating expenses involved, as 40% of the revenues will go to the FBA and 60% to the host of these events. A written agreement should be made with the host BEFORE the event takes place, and a copy should be sent to the Treasurer, who will include in his/her fiscal report all incurred expenses.
4.11 Show Superintendent – This is an elected office. The duties are as follows:
The Show Superintendent is the major authority during the shows, from the beginning to the end. All personnel engaged in the event will remain under the supervision of the Superintendent, who will follow all rules and regulations stated by the Association. The authority of the Superintendent prevails during the show over the authority of the officers of the Association, who will be relieved of their duties at the time, remaining in equal position as an exhibitor or spectator. The duties are as follows:
a) to coordinate all work involved in the event
b) to see all rules and regulations are followed
c) to assist the Judge in his/her judging by such means as: to provide a ring with adequate size (50 x 30 feet is considered minimal), duly fenced, with appropriate designations, to have on hand the standard of the breed and all regulations, to provide tables, chairs, wickets, scales, or other items that may be necessary.
d) to verify that the show grounds are clean, large and well ventilated
e) to verify that the Judge and the Ring Steward have necessary comfort and safety during the course of the show
f) to hand out information
g) to adhere to the schedule of the show
h) to make decisions on any circumstances which have not been specified heretofore
i) to write a report to the BOD in case of any occurrence, disciplinary or administrative issues that would require the opinion of a specified officer of the Association.
4.12 Hospitality Director – This is an elected office. The duties are as follows: The Hospitality Director is in charge of the organization of the buffet to be served during the whole Fall Circuit, sending a report of all expenses involved to the Treasurer and BOD, including expenses of table and show grounds decoration, assists in making hotel reservations, dinners, fees etc for the judges.
ARTICLE V – AMENDMENTS OF THESE BYLAWS
5.01 Any member may propose an amendment in writing, by e-mail, or during the General Meeting. All proposed amendments will be discussed and voted in the General Meeting and will be published in the Fila Digest. The proposed amendment becomes an amendment to the Bylaws with two-thirds (2/3) of the members in attendance of the general meeting voting in favor of the change to the FBA Bylaws in order for that change to pass and be implemented.
ARTICLE VI – AFFIRMATION
6.01 These Bylaws, as presently approved by the BOD, are hereby confirmed to constitute the structure and basis by which the FBA will function.
ARTICLE VII – EXPENSES
7.01 Income and Property – The income and property of the FBA, from whatever source derived, shall be applied by the BOD solely toward the promotion and necessities of the Association and no part thereof shall be paid or transferred directly or indirectly to members of the club.
7.02 Fees – All fees to be charged for membership and other services of the Association will be payable to the FBA and should be sent directly to the Treasurer. The fees to be charged for all services of the FBA shall be changed only by majority approval of the membership. A current schedule of fees will be published in the Fila digest.
ARTICLE VIII – THE BOARD OF DIRECTORS
8.01 The BOD is composed of the President, Vice President, Secretary, Treasurer, International Public Relations Director, Delegates Coordinator, Youth Director, Hospitality Coordinator, Director of Working Events, Show Superintendent and Editor. The duties are as follows: to accept and report all proposed additions and amendments to the Bylaws of the FBA, to govern and manage the FBA.
8.02 No officer or Director or Delegate of the FBA shall abuse the power of his/her office for personal gain, influence, or to the detriment of the FBA or any of its members.
8.03 The majority of the written response of the membership may create or terminate any Committee or Department which no longer serve the FBA interests or its initial purpose.
8.04 Nominations to the Board of Directors – Any member entitled to vote, and in good standing with the FBA as of June 1st in the election year, may make a nomination for President, Vice President, Secretary, Treasurer, and/or any Director.
8.06 The Committee will count the votes as soon as possible after the close of voting. The Committee will furnish the President with a report of the election, setting forth the number of votes cast for each candidate for office. The results will be announced at the General meeting and published in the December issue of the Fila Digest. The Secretary will seal the counted ballots in a package and shall preserve them for ninety (90) days, after which they will be destroyed.
8.07 In the event of a tie in the votes for President, the Vice President elected shall cast the deciding ballot. The President elected will cast the deciding vote in the event of ties for Vice President and other BOD members.
8.08 If for some reason no one is available to fill the position of one of the offices, the newly elected BOD may appoint a member in good standing to fill the vacancy.
8.09 The Board members elected will take office in January 1st.
ARTICLE IX – DISCIPLINE
9.01 Any member of the FBA may file a complaint against any other member(s) with regard to any matter relating to the FBA objectives or activities. This complaint must be in writing and mailed pre-paid registered mail, return receipt requested, to the BOD. The BOD requires a Complainant to pay a non-refundable fee of $30.00 which must be included with the original complaint. A copy of Complainant’s grievance will be sent to every member of the BOD. In the event the Board of Directors dismisses the complaint, then the Board is empowered to assess additional and reasonable costs against the Complainant if necessary.
9.02 The Defendant must be notified in writing by the Secretary within thirty (30) days of the receipt of the initial complaint and shall be entitled to receive a copy of the Complainant’s letter. The Defendant will have a maximum of thirty (30) days after receipt of the Secretary’s notification to answer the initial complaint. This must be in the form of a letter describing his/her position, mailed by pre-paid registered mail, return receipt requested, to the BOD. The Secretary will forward a copy of the Defendant’s letter to all members of the BOD. A date of hearing the Complainant’s charge and Defendant’s reply shall be fixed in conjunction with the next meeting of the BOD.
9.03 The BOD has the power to hear complaints and conduct investigations. The Board may appoint a Grievance Committee to take charge of the investigation and hearing of any complaint; after hearing a full report of the matter, the Board may follow the Association’s procedures, as to warn, reprimand, suspend expel, or even terminate the membership of the member.
9.04 The BOD will never take any action against any member without a prior hearing of the Defendant’s rebuttal in writing, and not before following the procedures as previously stated in Article 9.02.
ARTICLE 1 – OBJECTIVES AND AIMS
1.01 To encourage and unite Fila Brasileiro fanciers, owners, and breeders.
1.02 To promote the official CBKC standard and to preserve the breed.
1.03 To assist members in every way with information about the standard, breeding regulations, shows, exhibitions, seminars, and other events.
1.04 To encourage sportsman-like conduct at all activities.
1.05 To conduct matches, shows, temperament tests, and other competitions under the rules established by the FBA.
1.06 To foster communication, understanding, and education by establishing a newsletter to be circulated to the membership.
1.07 The FBA is a not-for-profit association and shall not be conducted nor operated for profit. No part of any income, or remainder or residue from dues, donations, or any source shall be used for the benefit of any members or individual. In the event of dissolution of the FBA, any funds which remain in the treasury shall be donated to a charitable animal organization.
1.08 When necessary, the members shall revise and amend these Bylaws as may be required to carry out the aforementioned objectives.
ARTICLE II – MEMBERSHIP
2.01 Eligibility – There will be two types of membership: Single membership (one vote) and Family membership (two votes). Ownership of a Fila Brasileiro is not a requirement for membership. All members in good standing have a right to vote, whether owning Fila or not.
2.02 Dues – All memberships are annual starting at the day of payment. The fiscal year starts on January 1st and ends on December 31st of the same year. Single membership is $30.00 and Family and International memberships are $35.00. Membership fees include a subscription to the quarterly newsletter (Fila Digest).
2.03 Termination of Membership – In order to resign from the FBA, a members should present a letter to the Board of Directors. Membership will be considered lapsed and automatically terminated if a member’s dues remain unpaid ninety (90) days after the annual expiration date. Any member in violation of the Bylaws or any rules and regulations of the FBA will be reviewed by a committee appointed by the BOD. The Association procedures will be: first offense – a warning; second offense – a reprimand, third offense – suspension, and the final findings will be presented to the membership for votes on expulsion.
2.04 Honorary Membership – An Honorary Membership is for any individual or individuals that continually or regularly show support of the FBA and the Fila breed through donation of time or funds. Honorary members are nominated by members to the BOD and approved by the BOD. Honorary members will have all voting rights.
ARTICLE III – MEETINGS
3.01 Normal – Only officers are to attend and vote on regular business procedure. Officers living in other states are allowed to vote in writing, over the phone, or by e-mail.
3.02 Special/Urgent – This meeting is called for specific planning sessions and addressing timely topics.
3.03 General – All members in good standing are welcome to attend, participate, and vote.
ARTICLE IV – OFFICERS
4.01 Officers are elected for terms of three (3) years and serve as members of the Board of Directors. If any member of the BOD tenders their resignation in writing, their resignation will be published in the Fila Digest. If the member of the BOD asks to recant their resignation, it will also be published in the Fila Digest. All copies of these documents should be kept in the FBA files by the FBA Secretary.
4.02 President – The President is an elected office. The duties are as follows:
to preside over all General and BOD meetings; to cast only a tie-breaking vote; to appoint specific officers and committees (the Editor is appointed by the President); to maintain communication with other organizations and members; to hire professional temporary help for any particular department that may require assistance (with the approval of two (2) additional Board members. A second and third officer may be appointed by the President.
4.03 Vice President – The Vice President is an elected office. The duties are as follows:
to function as the President in the absence of that officer; to help the President whenever requested. This position cannot remain vacant in case the President resigns or is not available, as the President is the legal representative of the incorporation. The Board of Directors will immediately appoint a new Vice-President.
4.04 Secretary – The Secretary is an elected office. The duties are as follows:
to record and keep the minutes of all meetings (Normal, Special, General); to keep a record of FBA Bylaws, Breeding Regulations, and Show Regulations; to enter all amendments and additions to same; to keep the correspondence addressed to the BOD; to deal with the routine correspondence and sign letters on behalf of the Association. The Secretary will, with the approval of the BOD, give all notices required to be given to members and Directors. The Secretary shall be the custodian of all books, papers, records, correspondence, contracts, and other documents belonging to the FBA, except otherwise provided in these Bylaws or as may be determined by the BOD.
4.05 Treasurer – The Treasurer is an elected office. The duties are as follows:
to accept all FBA funds; to keep a record of all expenditures and receipts; to present a financial report at each BOD meeting; to present all non-approved expenditures to the BOD for approval; to maintain accurate membership list; send membership renewal notices; send updated membership list to Secretary when new members join; to present all financial records of the FBA at the request of the President and/or BOD.
4.06 Delegates Coordinator – The Delegates Coordinator is an elected office. The duties are as follows:
to keep in touch will all State Delegates and International Delegates who volunteer their services to the FBA; at any given time, each state may be represented by only one member; to help the State Delegates and International Delegates in their duties such as encouraging and promoting the CBKC standard of the breed and all FBA regulations. The Delegates Coordinator and other Delegates will also hand out information on the breed and on the FBA and promote and preserve the true temperament of the breed and working ability through matches, shows, meetings, seminars, working and obedience competitions, temperament tests, etc. The Delegates Coordinator represents the voice of State and International Delegates.
4.07 Youth Director – The Youth Director is an elected office. The duties are as follows:
to encourage youngsters under the age of eighteen (18) to attend matches, shows, seminars, and social activities; to get youths interested in the aims of the FBA.
4.08 Public Relations Director – The Public Relations Director is an elected office. The duties are as follows:
to keep in contact with the membership and potential new members.
4.09 Editor – Is not an elected office. This is a position appointed by the President, who may also revoke it at any time, or make recommendations. The Editor in charge of the Fila Digest will have the responsibility of delivering it in a timely manner, in the months of March, June, September, and December to all members, either by e-mail or by USPS mail to members who request it to be sent by USPS mail. The Fila Digest will include the Financial Report and the Minutes of the General Meeting in the March issue of each year. The Editor will have an Assistant, also appointed by the President, to help out the Editor to perform his/her duties.
4.10 Director of Working Events – This is an elected office. The duties are as follows:
the Director of Working Events will organize special events related to obedience, agility, tracking, protection, fun shows, schutzhund, etc. in close coordination with the host of these events and receive approval for the necessary expenses from the BOD. He/she will send a report to the BOD with a copy to the Treasurer, stating expenses involved, as 40% of the revenues will go to the FBA and 60% to the host of these events. A written agreement should be made with the host BEFORE the event takes place, and a copy should be sent to the Treasurer, who will include in his/her fiscal report all incurred expenses.
4.11 Show Superintendent – This is an elected office. The duties are as follows:
The Show Superintendent is the major authority during the shows, from the beginning to the end. All personnel engaged in the event will remain under the supervision of the Superintendent, who will follow all rules and regulations stated by the Association. The authority of the Superintendent prevails during the show over the authority of the officers of the Association, who will be relieved of their duties at the time, remaining in equal position as an exhibitor or spectator. The duties are as follows:
a) to coordinate all work involved in the event
b) to see all rules and regulations are followed
c) to assist the Judge in his/her judging by such means as: to provide a ring with adequate size (50 x 30 feet is considered minimal), duly fenced, with appropriate designations, to have on hand the standard of the breed and all regulations, to provide tables, chairs, wickets, scales, or other items that may be necessary.
d) to verify that the show grounds are clean, large and well ventilated
e) to verify that the Judge and the Ring Steward have necessary comfort and safety during the course of the show
f) to hand out information
g) to adhere to the schedule of the show
h) to make decisions on any circumstances which have not been specified heretofore
i) to write a report to the BOD in case of any occurrence, disciplinary or administrative issues that would require the opinion of a specified officer of the Association.
4.12 Hospitality Director – This is an elected office. The duties are as follows: The Hospitality Director is in charge of the organization of the buffet to be served during the whole Fall Circuit, sending a report of all expenses involved to the Treasurer and BOD, including expenses of table and show grounds decoration, assists in making hotel reservations, dinners, fees etc for the judges.
ARTICLE V – AMENDMENTS OF THESE BYLAWS
5.01 Any member may propose an amendment in writing, by e-mail, or during the General Meeting. All proposed amendments will be discussed and voted in the General Meeting and will be published in the Fila Digest. The proposed amendment becomes an amendment to the Bylaws with two-thirds (2/3) of the members in attendance of the general meeting voting in favor of the change to the FBA Bylaws in order for that change to pass and be implemented.
ARTICLE VI – AFFIRMATION
6.01 These Bylaws, as presently approved by the BOD, are hereby confirmed to constitute the structure and basis by which the FBA will function.
ARTICLE VII – EXPENSES
7.01 Income and Property – The income and property of the FBA, from whatever source derived, shall be applied by the BOD solely toward the promotion and necessities of the Association and no part thereof shall be paid or transferred directly or indirectly to members of the club.
7.02 Fees – All fees to be charged for membership and other services of the Association will be payable to the FBA and should be sent directly to the Treasurer. The fees to be charged for all services of the FBA shall be changed only by majority approval of the membership. A current schedule of fees will be published in the Fila digest.
ARTICLE VIII – THE BOARD OF DIRECTORS
8.01 The BOD is composed of the President, Vice President, Secretary, Treasurer, International Public Relations Director, Delegates Coordinator, Youth Director, Hospitality Coordinator, Director of Working Events, Show Superintendent and Editor. The duties are as follows: to accept and report all proposed additions and amendments to the Bylaws of the FBA, to govern and manage the FBA.
8.02 No officer or Director or Delegate of the FBA shall abuse the power of his/her office for personal gain, influence, or to the detriment of the FBA or any of its members.
8.03 The majority of the written response of the membership may create or terminate any Committee or Department which no longer serve the FBA interests or its initial purpose.
8.04 Nominations to the Board of Directors – Any member entitled to vote, and in good standing with the FBA as of June 1st in the election year, may make a nomination for President, Vice President, Secretary, Treasurer, and/or any Director.
- Nominations start in June 1st and end no later than July 29th. Each nominated member will receive a confirmation from the Secretary, by e-mail or by letter, by July 31st of the election year. The nominations may be done by regular mail or by e-mail and must be sent to back the FBA Secretary.
- If there is not a unanimous slate of nominations, in the month of September of the election year, a ballot and an envelope addressed to the FBA Secretary will be mailed to every member entitled to vote.
- Default in supplying a ballot and/or return envelope to any member within the prescribed time shall not invalidate any election held in the manner herein provided.
- If the Secretary receives a unanimous slate of nominations; there is no need to send any ballots on the first week of September, and the unanimous slate will be automatically accepted.
8.06 The Committee will count the votes as soon as possible after the close of voting. The Committee will furnish the President with a report of the election, setting forth the number of votes cast for each candidate for office. The results will be announced at the General meeting and published in the December issue of the Fila Digest. The Secretary will seal the counted ballots in a package and shall preserve them for ninety (90) days, after which they will be destroyed.
8.07 In the event of a tie in the votes for President, the Vice President elected shall cast the deciding ballot. The President elected will cast the deciding vote in the event of ties for Vice President and other BOD members.
8.08 If for some reason no one is available to fill the position of one of the offices, the newly elected BOD may appoint a member in good standing to fill the vacancy.
8.09 The Board members elected will take office in January 1st.
ARTICLE IX – DISCIPLINE
9.01 Any member of the FBA may file a complaint against any other member(s) with regard to any matter relating to the FBA objectives or activities. This complaint must be in writing and mailed pre-paid registered mail, return receipt requested, to the BOD. The BOD requires a Complainant to pay a non-refundable fee of $30.00 which must be included with the original complaint. A copy of Complainant’s grievance will be sent to every member of the BOD. In the event the Board of Directors dismisses the complaint, then the Board is empowered to assess additional and reasonable costs against the Complainant if necessary.
9.02 The Defendant must be notified in writing by the Secretary within thirty (30) days of the receipt of the initial complaint and shall be entitled to receive a copy of the Complainant’s letter. The Defendant will have a maximum of thirty (30) days after receipt of the Secretary’s notification to answer the initial complaint. This must be in the form of a letter describing his/her position, mailed by pre-paid registered mail, return receipt requested, to the BOD. The Secretary will forward a copy of the Defendant’s letter to all members of the BOD. A date of hearing the Complainant’s charge and Defendant’s reply shall be fixed in conjunction with the next meeting of the BOD.
9.03 The BOD has the power to hear complaints and conduct investigations. The Board may appoint a Grievance Committee to take charge of the investigation and hearing of any complaint; after hearing a full report of the matter, the Board may follow the Association’s procedures, as to warn, reprimand, suspend expel, or even terminate the membership of the member.
9.04 The BOD will never take any action against any member without a prior hearing of the Defendant’s rebuttal in writing, and not before following the procedures as previously stated in Article 9.02.
