CONSTITUTION

Russian Orloff Society of USA and Canada Constitution (ROUSACA)

Article I. Name


Section 1: The official name of the organization shall be Russian Orloff Society of USA and Canada


Section 2: Russian Orloff Society of USA and Canada, also known as Orloff Club of North America


Article II. Purpose


To unite Russian Orloff enthusiasts across the USA and Canada. By collaborating as a group, we will be able to work on adopting a Standard of Perfection for the Large Fowl.


Recognition and acceptance of Large Fowl Russian Orloff by the American Poultry Association (APA), and to bring the Russian Orloff out of critically endangered status.


Bring the Bantam Russian Orloff back in strength by promoting and showing.


To adopt a Standard of Perfection for the Large Fowl Russian Orloff and Breed to Standard.
To encourage the breeding, constant improvement, and exhibition of the Russian Orloff breed and varieties in accordance with A.P.A. /A.B.A. Standards of Perfection.


Track the Russian Orloff Population through our Orloff Tracker by having members enter at a minimum their state, with any other information they wish to add at their discretion.


ARTICLE III. Place of Business The mailing address for the duly elected Treasurer shall be considered as the headquarters for the Society.


Article IV. Membership


Section 1.


In order to become a member of Russian Orloff Society of USA and Canada potential members must meet the following requirements:


A. Individual, family, junior, and supporting


Eligibility


Any individual or family may become a member upon payment of dues. Eligibility for junior
membership is limited to persons less than 18 years of age. Juniors, individuals, families, or
partners may become supporting members.


B. Dues


Junior membership -1 year - $7.50 or 3 years - $15.50
Individual membership – 1 year - $15.50 or 3 years - $35.50
Family membership – 1 year -$20.50 or 3 years - $45.50
Supporting membership – 1 year - $50.50
Lifetime membership – $150 single or $300 Family


C. Term


All memberships are valid until next annual meeting following payment of dues. Renewal is due on that date. First-time memberships initiated during the three months prior to the annual meeting will be valid until the second annual meeting following initiation of membership.


Section 2.


Members of Russian Orloff Society of USA and Canada have the following rights and
responsibilities:


Each paid membership will receive the following rights to vote on club business: Family
memberships receive a maximum of two votes, regardless of the number of family members.
Individual members receive one vote. Junior members may begin voting after their 16th birthday and receive one vote at that time. Supporting members are not permitted to vote on club business.


Benefits of membership include but are not limited to: Newsletter, inclusion in Breeder’s List,
Sell/Auction eggs/chicks/live birds, use of Society Logo, full access to Society website.


A. Suspension of Membership


Upon unanimous vote of all club officers, the officers shall have the power to summarily
suspend, or expel and terminate the membership of, any member for any conduct in violation of the bylaws.


Any member, whose dues have expired for sixty (60) days or longer, after having received notice of their delinquency, shall cease to be a member and forfeit all claims he or she may have had as a member. Members more than sixty (60) days but less than ninety (90) days delinquent may be reinstated with approval of the Board of Directors and officers by rendering payment of their current year’s dues.


Article V. Officers and decision-making


Section 1: The governing structure of Russian Orloff Society of USA and Canada is as follows:


Officers and Board of Directors


Elected officers of the Russian Orloff Society USA and Canada shall be: President; Vice
President; Secretary; Treasurer; Youth Coordinator. The position of Webmaster shall also be
voted upon annually by the membership. Additionally, five Regional members (Western,
Eastern, Southern, Central and Northern) of the Board of Directors will be voted upon by the
membership.


The five Regions will be as follows:


District 1 - Western


Washington, Oregon, California, Idaho, Nevada, Utah, Colorado, Hawaii and Alaska


District 2 – Eastern


Ohio, Pennsylvania, Maryland, Delaware, New York, Connecticut, Massachusetts, Rhode Island,
New Jersey, Vermont, New Hampshire, Maine.


District 3 – Southern


Virginia, West Virginia, North Carolina, South Carolina, Georgia, Florida, Mississippi,
Alabama, Kentucky, Tennessee, Arkansas, and Louisiana.


District 4 – Central


Arizona, New Mexico, Nebraska, Kansas, Texas, Oklahoma, Iowa, Missouri, and Illinois.


District 5 – Northern


Wisconsin, Minnesota, North Dakota, South Dakota, Indiana, Michigan, Montana, Wyoming,
Canada


Section 2.


Any office vacated at a time other than the end of term shall be filled for the remainder of the
term by one appointed by the Board of Directors, except where otherwise provided herein. No
person shall hold office that is not a member in good standing and persons residing in the same household may hold no two elected offices concurrently.


Section 3.


Any Society member whose dues are current, including the incumbent officers but excluding
those who have been convicted of a felony crime, are eligible to hold any Society office upon
nomination by another Society member. Members of families holding family memberships are individually eligible for Society offices. No individual may hold more than one office at the same time, and no members of the same household may hold two elected offices concurrently.


Section 4.


Procedures for filling and vacating offices. An officer shall be dropped for excess absences from his or her office if he or she has 2 excused absences from meetings in a year.


Section 5.


Committees:


Any person in any type of Society Committee must be a member in good standing.

 

Ad hoc committees may be convened at any time by a majority vote of the paid Society members at any meeting of said membership.


A) Ad Hoc Committee


Standard of Perfection Committee (SOP)


It will be the responsibility of the Standard of Perfection Committee to work collectively to draft a Standard of Perfection to adopt for the Large Fowl Russian Orloff and will serve as the Standard of Perfection for the Breed.


The duties of the Standard of Perfection Committee include, but are not limited to, the following:


1. The Chairperson will lead the pace of discussions
A. Committee member participation
B. Length of time each line is discussed
2. Discuss line by line the Standing SOPs
3. Propose suggestions for each line per APA Format
4. Participate in polls for each line acceptance
5. review their progress semi-annually and report it to the Board
6. In an event of a tie decision, the Chairperson will have the deciding vote


Standing committees shall be the following:
 

B) Fundraising Committee
 

It will be the responsibility of the Fundraising committee to find appropriate fundraising
activities for the Society and present those ideas for a vote by the membership. The committee shall then carry out those activities approved by the general membership. The committee has the right to recruit volunteers from the Society and solicit donations for raffles or benefit sales on behalf of the Society within the confines of the rules set forth in this document.


C). Membership/Public Relations Committee


The primary purpose of this committee is to increase membership and ensure that the Society is represented at all community functions, which will expose and promote the Society. The committee will provide Society information to the public including meeting dates, times, and places. It will be their duty to design fliers and posters that after being approved by the
membership may be distributed at poultry related events. It will also be the responsibility of this committee to seek out the FFA and 4-H leaders in our coverage area to promote junior
membership.


D). Show Committee


The primary responsibility of this committee shall be to find suitable locations for the Society’s one or two annual open shows. It will be their responsibility to secure everything necessary to put on a successful show.


E). Awards Committee


This committee will be responsible for trophies and ribbons as well as securing sponsorship for these items for both the open and closed Society shows.

 


These Constitution & Bylaws were approved at a meeting of the Society Board members on March 1, 2015.


Revision as approved at a meeting of the Society Board members on January 15, 2017.

Revision as approved at a meeting of the Society Board members on March 18, 2018.

Bylaws of Russian Orloff Society of USA and Canada

Article I. Definitions

  1. Board: The governing body of this Society.

  2. Officer: An elected official serving in the position of President, Vice President, Secretary, or Treasurer.

  3. Director: A member of this Society’s Board other than an Officer.

  4. Advisor: An individual appointed by the Board to hold a non-voting advisory position

  5. Member: A member in good standing, other than an honorary member, of this club.

  6. Quorum: One-third of the club membership; a majority of members of the Board

 

Article II. Rules

 

Section 1.

 

Robert’s Rules of Order shall be the parliamentary guide of this Society, subject to the requirements of the Constitution and By-Laws and to such official rules as may be adopted by this Society. Generally, Board meetings shall follow an agenda put out by the President ahead of the meeting. Any issues, including new business to be addressed in a meeting, should be forwarded to the President or other relevant officers in advance of a Board meeting. Speakers will be recognized by the President or Vice President who will conduct the meeting.

Section 2.

 

The Russian Orloff Society of USA and Canada will be governed by the rules and regulations of Associate Organizations: i.e. American Poultry Association and American Bantam Association.

Section 3.

 

The Russian Orloff Society of USA and Canada will not be responsible for any personal injury, or possessions of people that are lost, damaged, or stolen at shows, meetings, picnics, and etc.

Article III. Duties of Elected Officers and Directors

Section 1. President

The duties of the President include, but are not limited to, the following:

  1. Serve as chairperson for all Society business meetings

  2. Develop meeting agendas and disseminate to Society membership two weeks prior to scheduled meetings

  3. Ensure that other Society officers fulfill their responsibilities in accordance with these bylaws

  4. Perform scheduled/unscheduled audits of the Society's bank accounts

  5. Cast the deciding vote in the event of a tie vote on any Society business, except as noted herein

  6. Serve as ex-officio member of all committees

  7. Designate ad hoc committees to address issues as needed.

  8. Act as a Society spokesperson in public media

  9. Additional duties as determined by majority vote of the membership.

 

The President is explicitly authorized to convene emergency (special) meetings to address business which cannot be postponed until the next regular business meeting. No other items of business may be addressed at said meeting.

 

Section 2. Vice President

The duties of the Vice President include, but are not limited to, the following:

  1. Assume the duties of the President should the president be absent or unable to act

  2. Serve as chairperson of all committees

  3. Additional duties as assigned by the membership. 

 

The Vice President is explicitly authorized to act as a Society spokesperson in public media and to delegate authority for conducting committee activities to another committee member. However, the Vice President may not be relieved of the responsibility for ensuring that a committee completes its assigned function.

 

Section 3. Secretary

The duties of the Secretary include, but are not limited to, the following:

  1. Notify the membership of upcoming meetings

  2. Record the minutes of each business meeting, including attendance

  3. Present, at each meeting, the minutes of the previous business meeting for approval by the membership

  4. Additional duties as assigned by the membership.

 

The Society Secretary has authority to post on electronic social media via the Internet or approve content posted by other Society members on behalf of the Society on social media or in print.

Section 4. Treasurer

The duties of the Treasurer include, but are not limited to, the following: 

  1. Maintain written records of all monies received or disbursed by the Society for any reason

  2. Present a report of the current financial status of the Society at each business meeting

  3. Disburse Society funds as necessary to fulfill financial obligations of the Society

  4. Keep current and accurate record of active memberships, including, but not limited to, date dues were paid, type of membership, name, address and phone number of all active members

  5. Record and maintain records of current membership, including when paid and all members’ names, addresses, phone numbers.

 

The Society Treasurer has authority to receive membership enrollment forms and dues.

Section 5. Webmaster

The duties of the Webmaster include, but are not limited to, the following:

  1. Maintain and update the Society’s official website with content approved by the membership

  2. Answer all incoming email for general information and forward other email to the appropriate officers

  3. Load and maintain the photo galleries on the webpage

  4. Keep all forms, dates, and sponsor information up to date

 

The Webmaster has no authority outside the scope of performing the duties stated above.

Section 6. Regional Directors

The duties of the Regional Directors include, but are not limited to, the following:

  1. Serve as the primary liaison between the region they serve and the Society Board

  2. Mentor and offer guidance to local club presidents

  3. Provide the Society Board with recommendations on how to support the local clubs and organizations in their region

  4. Serve as the chair or co-chair of project committees as appointed by the President

 

Section 7. Youth Coordinator


The duties of the Youth Coordinator include, but are not limited to, the following:


1. Serve as youth group contact person for the Society.
2. Network with Clubs and Organizations to support the involvement of youth in the Society.

 

Article IV. Elections and Terms

Section 1. Elections

Members of the Board will be chosen by Society members when the Society reaches its first year.

Elections will be held every other year, in even number years (herein after referred to as an "Election Year"). Elections will be held no later than January 15 each election year, to allow incoming officers time to prepare for their term in office, attend the Annual meeting, and receive turnover briefs from outgoing officers.

One month prior to elections, members may nominate candidates for President, Vice President, Secretary, Treasurer, and Webmaster. Nominations will be presented to the President via email or other form of written communication. Only Board members in good standing shall be nominated for the office of President or Vice-President. Any member in good standing may be nominated for the other Board member positions of the Russian Orloff Society of USA & Canada.

The Society Officers and Directors will be elected by ballot either by mail or by e-mail at the Society’s discretion. Officers must be elected by a majority vote with no less than 51% of the current membership voting. Those nominated are not permitted to vote on the office for which they have been nominated. In the event of a tie for the President or Vice President position, the incumbent President, if not a candidate, will cast the deciding vote. If the incumbent is a candidate, the remaining Board members will cast the deciding vote.

 

Section 2. Terms

The term of all Society Officers and Directors will run for a total of two (2) years, from the Annual Meeting of the election year to the Annual Meeting of the second year.

Officers serve for a two (2) year term and may be re-elected for one (1) additional term for a total of four (4) consecutive years of service in a single office.

Directors are elected for a two (2) year term and may be re-elected for two (2) additional terms for a total of six (6) consecutive years of service in a single office.

When a Board member has to step down due to term limits, they may either hold a different position on the board or be off the Board completely for at least one term (2 years) before being eligible for re-election to a previously held position.

In special cases, due to the expertise of an individual in a position, the Board may elect to extend service for an individual beyond their defined term limit.

Section 3. Resignations and Termination.

Resignations from the Board must be in writing and must be given to the Board.

If an Officer or Director should resign before his or her term ends or be unable to complete his or her term of office, the Society President, with concurrence of a majority of the Board, may replace that Officer or Director to fill the position for the remainder of the term. An officer or director appointed in such a way is eligible to serve the remainder of the previous appointee’s term that he/she filled, plus the standard term limits for their office.

If the President resigns before the end of their term, the Vice President may assume the role of President, and with concurrence of a majority of the Board, may replace the Vice President with another eligible individual for the remainder of the un-expired term.

A Board member shall be dropped for excess absences from the Board if he or she has 2 unexcused absences from Board Meetings in a year. A Board member may also be removed if the officer or director does not perform the duties expected of him or her; a motion of impeachment can be brought to the floor at any member meeting. This motion will require a 2/3 majority vote of the current membership in good standing in order to carry. It shall be the duty of the highest-ranking officer to inform the one impeached.

Article V. Meetings

Section 1. Regular Meetings

Regular meetings are to be held every three months for a total of four meetings a year, including one Annual meeting and three Quarterly meetings. The Annual meeting will be held in February, with Quarterly meetings held in May, August and November. Meetings will be held at a time and location as determined by the Society President. Virtual meetings may be held to facilitate Board attendance. Any member in good standing may attend the Annual meeting.

The Secretary will provide advance notice of regular meeting locations and dates to the Society membership via email at least two months prior.

The President will provide meeting agendas to the Society membership at least two weeks prior for all meetings.

Meetings may be called by the following people: Society President or Society Vice President.

Section 2. Special Meetings

Special meetings may be called by the Society President on written request of a majority of the Board, or on the written request of not less than one third of the Society membership in good standing. Special meetings may be called to address business, which cannot be postponed until the next regular business meeting. No other items of business may be addressed at said meeting.

The President will provide the special meeting agenda, including location and date, to the club membership via email at least two weeks prior.

Section 3. Quorum

A quorum for the Board shall consist of a minimum of 50% of the Board members, with at least two (2) Officers in attendance. A quorum must be present before Board business may be conducted. Action by the Board must be by a majority of the quorum.

Section 4. Voting and Proxy

Each elected Member of the board will have one vote. Any votes regarding a current Officer shall require the person who currently holds the office in question to rescue himself or herself from that vote.

Should it be impossible for a member of the Board to attend a regular or special meeting, he or she may select a qualified member of the Society from his or her region as his or her proxy, to act at such meetings and vote in his or her stead with the same force and effect as though he or she was present.

Article VI. Society Board

Section 1. Size and Role

The Board shall have up to 11 and not fewer than 8 elected members. This size limitation does not include Board members appointed in an advisory only position.

The Board shall have the power to act on all matters reserved for the membership in the absence of an Annual Meeting. Additionally, the right to appoint or remove members from elected positions is solely the right of the Board.

In case of any dispute or disagreement that arises out of the interpretation or meaning of any article of section of this Constitution or By-Laws, or regarding any matter not covered by the same, a majority vote by the Board of Directors will decide the issue. All decisions by the Board of Directors on issues arising from this article shall be final.

Article VII. Finances and Financial Obligation

Society funds shall be derived primarily through membership dues, show entry fees, donations, and fundraising activities. No Society money shall be paid or any commitment to pay be made without specific authorization by the membership at a Quarterly or Annual Meeting.

Society funds shall be kept in a checking account and/or savings account, payments from which shall require only the signature of the Treasurer for amounts less than $500.

Secondary authorization from the President must be obtained prior to payments totaling more than $500 to be made: This authorization must be written. The President shall be the second signatory on the Society’s bank accounts. Both the President and Treasurer will have access to account statement and balance information at all times.

Dues shall be paid in accordance with Article IV of the Constitution.

No officer, individual, or committee shall render the Society liable for any amount exceeding that appropriated by majority vote at a regular business meeting or at an emergency meeting convened by the Board of Directors in accordance with the rules herein.

Any member may choose to expend personal funds and request reimbursement at a regular business meeting. However, the Society is under no obligation to honor such request if the expenditure was not previously approved by the Board membership.

Article VIII. Amendment of Bylaws

By-Laws of the Russian Orloff Society of USA and Canada can be repealed or amended only by a majority vote of the Board. The matter may be referred to the Board for a vote by a majority vote (51% of greater) of the paid members of the Society in good standing at the time the vote is taken.

Recommendations for amendment of these bylaws may be submitted in writing to the Board at any time. The Board will review all suggestions for compatibility with existing bylaws. The Board will present the submission, along with their recommendation for approval or against approval, to the membership at the next Annual Meeting. A second reading of suggestions will be conducted at the next regular business meeting at which time a vote will be conducted concerning each suggestion. A majority vote with no less than 50% of the current membership voting is required for any amendment of the bylaws to carry.

 

These bylaws were approved at a meeting of the Society Board members on March 1, 2015.

Revision as approved at a meeting of the Society Board members on June 26, 2016.

Revision as approved at a meeting of the Society Board members on January 15, 2017.

Revision as approved at a meeting of the Society Board members on March 18, 2018.