Code of Ethics
Responsibilities as a Breeder:
- Be familiar with the breed standard and only breed animals that conform to the standard.
- Breed only healthy and mature animals that are free from serious congenital and hereditary defects.
- Maintain the best possible health and sanitary conditions for their animals.
- Produce puppies only when they have the time and proper facilities to provide adequate care and attention to the physical and psychological development of the puppies until such time as they are sold.
- Only permit stud service or lease a stud for service to bitches or individuals that provide satisfactory evidence they will give proper care, and who subscribe to the Code of Ethics of the FSSA.
- Promote the spaying and neutering, preferably by limited registration or by written contract, of animals not suitable for breeding.
- Provide to buyers, in writing, details on feeding, care and veterinary information on immunizations, worming and any other information pertinent to the animal’s health.
- Make themselves available in person, by telephone, e-mail or letter to answer questions about the animal sold and its care.
- Not sell or produce for sale or consign puppies or adult dogs to any auction, dealer, laboratory or pet shop or as giveaway prizes.
- Abide by all American Kennel Club rules and regulations pertaining to breeding and record keeping.
- Acknowledge a responsibility for each dog they have bred for the entire life of the dog.
Responsibilities as an Exhibitor and/or Handler:
Exhibitors and/or Handlers shall
- Act in a professional manner at all times in the care and exhibiting of their dogs.
- Not engage in any questionable contact with judges prior to exhibiting under them.
- Familiarize themselves with the American Kennel Club rules and regulations pertaining to dog shows, obedience trials and any other performance events.
Approved 13 January 2020 to supersede 10 November 2005
Field Spaniel Society of America, Inc.
CONSTITUTION AND BYLAWS
CONSTITUTION ARTICLE I-Name and Objects
SECTION 1. The name of the Club shall be the Field Spaniel Society of America, Incorporated. Hereafter referred to as the “Club.”
SECTION 2. The objects of the Club shall be:
- a) to encourage and promote quality in the breeding of purebred Field Spaniels and to do all possible to bring their natural qualities to perfection;
- b) to encourage the organization of independent local Field Spaniel Specialty Clubs in those localities where there are sufficient fanciers of the breed to meet the requirements of the American Kennel Club;
- c) to urge members to accept the standard of the breed as approved by the American Kennel Club as the only standard of excellence by which Field Spaniels shall be judged;
- d) to do all in its power to protect and advance the interest of the breed and to encourage sportsmanlike competition at dog shows, obedience trials and other performance events;
- e) to conduct sanctioned matches and licensed specialty shows, obedience trials and any other events for which the club is eligible under the rulesRules and Regulations of the American Kennel Club.
SECTION 3. The Club shall not be conducted or operated for profit and no part of any profits or remainder or residue from dues or donations to the Club shall inure to the benefit of any member or individual.
SECTION 4. The members of the Club shall adopt and may from time to time revise such bylaws as may be required to carry out these objects.
Article I – Membership
SECTION 1. Eligibility. There shall be five types of membership open to all persons who are in good standing with the American Kennel Club and who subscribe to the purposes of this Club.
- a)INDIVIDUAL Individuals eighteen (18) years of age and older may be elected to membership, and shall have, upon election, all rights, duties and privileges of the Club including voting and holding office.
- b) HOUSEHOLD Two persons eighteen (18) years of age and older who reside in the same household may be elected to membership, and each one shall have, upon election, all rights, duties and privileges accorded to individuals including voting and holding office.
- c) FOREIGN Individuals eighteen (18) years of age and older who reside outside of the United States may be elected to membership, and shall have, upon election, all rights, duties and privileges of membership, except the right to vote or hold office. Foreign members do not count in determining the quorum.
- d) LIFE Life membership is an honor that may be accorded to an individual or household membership after being nominated by any member of the Club and elected by two-thirds (2/3) majority of the Board of Directors. Eligibility for Life Membership is continuous membership for at least twenty (20) years. Life members shall have, upon election, all rights and privileges of membership, including voting rights, but not the right to hold office. Life members shall not pay membership dues.
- e) JUNIOR Individuals ten (10) years of age and older but under eighteen (18) years of age may be elected to membership, and shall have, upon election, all rights, duties, and privileges of membership, except the right to vote or hold office. Junior members do not count in determining the quorum.
SECTION 2. Membership Conversion. A junior membership will automatically convert to an individual membership upon the junior’s 18thbirthday and the conversion will continue for the remainder of the Club’s Official Year. At the beginning of the Club’s Official Year, individual, household and foreign memberships may be converted to other membership types with Board approval.
SECTION 3. Dues.Dues are payable on or before the 1stday of September of each Club Official year. Members whose dues are unpaid as of December 1stwill be considered lapsed. No member may vote whose dues are not paid for the current year. During the month of July the Corresponding Secretary shall send by mail or email to each membership a statement of dues for the ensuing Club Official Year. For persons joining the Club after September 1stof each year, dues will be prorated as follows: for persons joining after March 1st, one half (1/2) of the annual dues shall be paid; for persons joining after June 1st, the full dues shall be paid, but will be considered as payment for the following Club Official Year, Membership dues shall be an amount as set by the Board of Directors annually, prior to May 31stfor the ensuing membership year and shall not exceed:
- a) $60.00 per year for individual membership;
- b) $75.00 per year for household membership;
- c) $50.00 per year for foreign membership;
- d) $35.00 per year for junior membership.
SECTION 4. Election to Membership.
a)Each applicant for membership shall apply on a form as approved by the Board of Directors and which shall provide that the applicant agrees to abide by the Constitution and Bylaws, the Code of Ethics and the rules of the American Kennel Club. The application shall state the name, address and occupation of the applicant, and it shall carry the endorsement of two (2) members who are in good standing and who are not of the same household or members of the applicant’s household or immediate family. As used in these Bylaws, immediate family is defined as spouse, parent, sibling or offspring. Accompanying the application, the prospective members shall submit dues payment for the current Club Official Year.
- b) Names and addresses of applicants and the names of their endorsers shall be publicized one time to the membership. Publication shall be on a quarterly basis in the newsletter or by the Corresponding Secretary in an e-mail or separate mailing. Members will have thirty (30) days from the date of publication to submit to the Corresponding Secretary their comments, concerns or objections about the proposed new members. The Board will review said comments, concerns or objections prior to voting on a membership application.
- c) Applicants may be elected by secret ballot at any physical meeting of the Board of Directors or by vote of the Officers and Directors by mail, fax, teleconference, or e-mail. Affirmative votes of two-thirds (2/3) of the Officers and Directors present at a physical meeting or teleconference of the Board or of two-thirds (2/3) of the entire Board voting by e-mail shall be required to elect an applicant.
- d) An applicant who has received a negative vote by the Board shall be notified of the applicant’s non-election to membership within two (2) weeks of the Board’s vote. The applicant’s endorser’s shall also be notified. Upon request by the applicant for membership, the Board may but is not required to review objections against the applicant with the applicant and/or the applicant’s endorsers. An applicant who has received a negative vote by the Board may be presented by one of the applicant’s endorsers at the next Annual Membership Meeting of the Club. The Club may elect such applicant(s) by a favorable vote of seventy-five percent (75%) of the members voting. Voting shall be by secret written ballot.
- e) Applicants for membership who have been rejected by the Club may not reapply within twelve (12) months after such rejection.
SECTION 5. Communication.Members providing an e-mail address may receive notices regarding Club matters via e-mail including meeting notices, dues notices and other matters the Board deems appropriate. Members without e-mail access, or those who choose not to receive notices electronically, will receive all Club communications via the mail. Members may, at any time, opt out of electronic notification by contacting the Corresponding Secretary.
SECTION 6. Termination of Membership. Membership may be terminated by:
- a) Resignation. Any member in good standing may resign from the Club upon written notice to the Corresponding Secretary, but no member may resign when in debt to the Club. Dues obligations are considered a debt to the Club and they become incurred on the first day of the Club Official Year.
- b) Lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid on December 1stof each Club Official Year, however, the Board may grant an additional ninety (90) days of grace to such delinquent member(s) in meritorious cases. In no case may a person be entitled to vote at any Club meeting or on any Club business whose dues are unpaid.
- c) Expulsion. A membership may be terminated by expulsion as provided in Article VI of these Bylaws.
Article II – Meetings
SECTION 1. Annual Membership Meeting. The Annual Membership Meeting of the Club shall be held in conjunction with the Club’s National Specialty Show at a place, date and hour designated by the Board of Directors. Notice of the Annual Membership Meeting shall be mailed or e-mailed by the Corresponding Secretary to each member at least thirty (30) days prior to the date of the meeting. The quorum for this Annual Membership Meeting shall be ten percent (10%) of the members in good standing.
SECTION 2. Special Club Meetings. Special Club meetings may be called by the President or by a majority vote of the Board of Directors who are present at the meeting or participating by teleconference, or shall be called by the Corresponding Secretary upon receipt of a petition signed by ten percent (10%) of the members of the Club who are in good standing. Such meetings shall be held at such place, date, and hour as may be designated by the Board of Directors. Written notice of such meeting shall be mailed or e-mailed by the Corresponding Secretary at least fourteen (14) days and not more than thirty (30) days prior to the meeting. The notice of the meeting shall state the purpose of the meeting and no other Club business may be transacted. The quorum for such a meeting shall be ten percent (10%) of the members in good standing.
SECTION 3. Board Meetings.The Board shall meet following the Annual Membership Meeting. Other meetings of the Board shall be held at such times and place as are designated by the President or by a majority of the entire Board. Written notice of each such other meeting shall be mailed or e-mailed by the Corresponding Secretary to each member of the Board at least fourteen (14) days prior to the date of the meeting. The quorum for a Board meeting shall be a majority of the Board.
SECTION 4. Board Business. The Board of Directors may conduct its business by mail, fax, teleconference or e-mail. In order for business to be conducted by e-mail, the following precautions must be in place: (1) every Board member must be provided with the means to participate; (2) a procedure must be in place to verify the identity of the individuals participating to ensure that they are the eligible Board members; (3) a mechanism must be in place to verify that the eligible Board members are “listening,” and (4) all Board members must agree to participate in this manner.
Article III – Directors and Officers
SECTION 1. Board of Directors.The Board shall be comprised of the Officers and four (4) other persons, all of whom shall be members in good standing and who are residents of the United States. Officers and Directors shall be elected for a term of two (2) consecutive Club Official Years as defined in Article IV of these bylaws, and shall serve until their successors are elected. General management of the Club’s affairs shall be entrusted to the Board of Directors. There shall be no limit on the number of terms any Officer or Director may serve.
SECTION 2. Officers.The Club’s officers, consisting of the President, Vice President, Recording Secretary, Corresponding Secretary and Treasurer, shall serve in their respective capacities both with regard to the Club and its meetings and the Board and its meetings.
- a) The President shall preside at all meetings of the Club and of the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these bylaws.
- b) The Vice President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity, and such other duties as assigned to the office by the Board.
- c) The Recording Secretary shall keep a record of all meetings of the Club and of the Board, of all votes taken and of all matters of which a record shall be ordered by the Club and shall carry out such other duties as are prescribed in these bylaws. The Recording Secretary shall record and amend the standing rules. Updated standing rules shall be shared with the Board quarterly.
- d) The Corresponding Secretary shall have charge of the correspondence, notify members of meetings, notify new members of their election to membership, notify Officers and Directors of their election to office, keep a roll of the members of the Club who are in good standing with their addresses which shall be sent to any member in good standing upon written request not more than once a year, and carry out such other duties as prescribed in these bylaws.
- e) The Treasurer shall collect and receive all monies due or belonging to the Club. The Treasurer shall deposit the same in a bank designated by the Board, in the name of the Club. The Treasurer’s books shall at all times be open to inspection by the Board, and the Treasurer shall report to them at every meeting the condition of the Club’s finances and every item of receipt or payment not before reported, and at the Annual Membership Meeting the Treasurer shall render an account of all monies received and expended during the previous fiscal year. The Treasurer shall be bonded in such amount as the Board of Directors shall determine. The Treasurer shall report to the Board any membership conversions members may have requested when paying the Annual Membership Dues.
- f) The AKC Delegate shall be selected by the Board of Directors during the month of September in even numbered years for a term of two (2) Club Official years by a majority vote of the Board of Directors. The AKC Delegate shall attend meetings of the AKC Delegate body and shall represent the Club in accordance with the instruction of the Board of Directors of the Club. The AKC Delegate shall not have voting right on the Board of Directors of the Club and shall not count toward the quorum.
SECTION 3. Vacancies. Any vacancies occurring on the Board of Directors during the year shall be filled until the next election by a majority vote of all the then members of the Board immediately following the creation of such vacancy, except that a vacancy in the office of President shall be filled automatically by the Vice President and the resulting vacancy in the office of Vice President shall be filled by the Board.
SECTION 4. Club Credentials. Use of the Club stationery, past or present, or logos and insignia of the Club, by any persons other than current Officers and Members of the Board of Directors, is prohibited unless a written request is submitted to the Board for approval.
ArticleIV – Club Year, Voting, Nominations, Elections
SECTION 1. Club Year. The Club’s Fiscal Year shall begin on the 1stday of January and end on the 31stday of December. The Club’s Official Year shall begin on the 1st day of September and end on the 31stday of August. The elected officers and directors shall take office on the 1stday of September and each retiring officer shall turn over to his/her successor in office all properties and records relating to that office by September 15th.
SECTION 2. Voting.
- a) Voting at meetings of the membership: At the Annual Membership Meeting or at a Special Club Meeting, voting shall be in accordance with Roberts Rules of Order and shall be limited to those members in good standing who are present at the meeting. The election of Officers and Directors and amendments to the Constitution, Bylaws and the Standard for the Breed shall not be decided at meetings of the membership. Voting by proxy shall not be permitted.
- b) Voting by the full membership: Voting on amendments to the Constitution, Bylaws, and the Standard for the Breed, as well as other questions the Board may decide to submit to the full membership, shall be by secret ballot conducted in any manner provided by the laws of the state in which the club is incorporated – written ballot cast by mail or by electronic balloting by an independent firm in accordance with State Law and AKC policy. If by mail, the Corresponding Secretary or an independent professional CPA or notary designated by the Board shall, mail to each member in good standing a ballot listing the question to be decided together with a blank envelope market “Ballot,” along with another envelope bearing the name of the member(s) to which it was send and addressed to the independent professional CPA or notary or Corresponding Secretary designated by the Board to send, receive and count the ballots. So that the ballots may remain secret, each voter, after marking his/her ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the designated independent professional CPA or notary. The ballot must be postmarked within thirty (30) days of the Corresponding Secretary’s mailing to be valid. The independent professional CPA or notary or Corresponding Secretary shall check the returns against the list of members whose dues are paid for the current year prior to opening the outer envelope and removing the blank envelope, and shall certify the eligibility of the voter(s) as well as the results of the voting, which shall be communicated by the Corresponding Secretary to the membership in a timely manner. If voting is by electronic balloting, ballots shall by sent in accordance with AKC’s procedure for Electronic Balloting for AKC Parent Clubs and State Law.
- c) Voting in elections: Voting in elections shall be decided by secret ballot provided for by the laws of the state in which the club is incorporated. If by written ballot, the Corresponding Secretary or an independent professional CPA or notary designated by the Board shall, on or before June 1stmail to each member in good standing a ballot listing all of the nominees for each position in alphabetical order, with the name of the state in which each resides and a one page statement of qualifications for each nominee, together with a blank envelope market “Ballot,” along with another envelope bearing the name of the member(s) to which it was send and addressed to the independent professional CPA or notary designated by the Board to receive and count the ballots. So that the ballots may remain secret, each voter, after marking his/her ballot, shall seal it in the blank envelope which in turn shall be placed in the second envelope addressed to the designated independent professional CPA or notary. The independent professional CPA or notary shall check the returns against the list of members whose dues are paid for the current year prior to opening the outer envelope and removing the blank envelope, and shall certify the eligibility of the voter(s) as well as the results of the voting, which shall be communicated by the Corresponding Secretary to the membership in a timely manner.
SECTION 3. Election. The election of the Board of Directors shall be conducted by secret ballot in any manner provided for by the laws of the state in which the club is incorporated. All members of the Board of Directors shall be elected for a two (2) year term. The year for election of Officers shall be even numbered years and alternate with odd numbered years for election of Directors. Mailed ballots, to be valid, must be postmarked no later than July 1stand sent to the independent professional CPA or notary or Corresponding Secretary as designated by the Board to send, receive and count the ballots. The candidate receiving the largest number of votes for each position shall be declared elected. If any nominee is unable to serve for any reason after the ballots have been mailed, such nominee shall not be elected and the vacancy so created shall be filled by the new Board of Directors in the manner provided in Article III, Section 3.
SECTION 4. Nominations and Ballots. No person may be a candidate in a Club election who has not been nominated in accordance with these bylaws. A Nominating Committee shall be chosen by the Board of Directors before March 15th. The Committee shall consist of three (3) members from different areas of the USA and two (2) alternates, all members in good standing, and no more than one (1) of whom may be a member of the current Board of Directors. The Board shall name a chairman for the Committee. The Nominating Committee may conduct its business by mail, fax, teleconference or e-mail. The Chairman of the Committee shall decide on the extent to which alternates shall participate.
- a) The Nominating Committee shall nominate from among the eligible members of the Club, one candidate for each available office and one candidate for each other available position on the Board and shall procure the written acceptance of each nominee so chosen. The Committee should consider geographical representation of the membership on the Board to the extent that it is practicable to do so. The Committee shall then submit its slate of candidates to the Corresponding Secretary, who shall mail or email the list, to each member of the Club on or before April 15th, so that additional nominations may be made by the members, if they so desire. The list of nominees shall include the full name of each candidate, the name of the State in which each candidate resides, and a one-page statement of qualifications for each candidate.
- b) Additional nominations of eligible members may be made by written petition addressed to the Corresponding Secretary and postmarked on or before May 15th, signed by five (5) members and accompanied by the written acceptance of each such additional nominee, signifying his/her willingness to be a candidate and a one page statement of qualifications for each nominee. No person shall be a candidate for more than one position, and the additional nominations may be made only from among those members who have not accepted a nomination of the Nominating Committee.
- c) If no valid additional nominations are postmarked on or before May 15th, the Nominating Committee’s slate shall be declared elected and no balloting will be required.
- d) If one or more valid nominations are postmarked on or before May 15th, the Board shall conduct an election of Officers and Directors as provided in Section 3 above.
- e) Nominations cannot be made at the Annual Membership Meeting or in any manner other than as provided above.
Article V – Committees
SECTION 1. The Board may each year designate standing committees and appoint the committee chairs for committees to advance the work of the Club in such matters as dog shows, obedience trials, performance events, trophies, annual prizes, membership and other fields which may well be served by a committee. Such committees shall always be subject to the final authority of the Board. Special committees may also be appointed by the Board to aid it on particular projects. The committee chair has the authority to appoint additional members of the committee unless the Board determines otherwise.
SECTION 2. Any Committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice to the appointee. The Board may appoint successors to those persons whose committee service has been terminated.
Article VI – Discipline
SECTION 1. American Kennel Club Suspension. Any member who is suspended from any of the privileges of the American Kennel Club automatically shall be suspended from the privileges of the Club for a like period of time.
SECTION 2. Charges. Any member in good standing may prefer charges against a member for alleged misconduct prejudicial to the best interest of the Club or the Breed. Written charges, with specifications, must be filed in duplicate with the Corresponding Secretary together with a deposit of $75 $100, which shall be forfeited if such charges are not sustained by the Board or a Board Committee following a hearing. The Corresponding Secretary shall promptly send a copy of the charges to each member of the Board, or present them at a Board meeting. The Board shall first determine if it has jurisdiction over the charges by considering whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interest of the Club or the Breed. If the Board finds that the charges do not allege conduct prejudicial to the best interest of the Club or the Breed, it shall refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date and location of a hearing by the Board or a Committee of not less than three (3) members of the Board not less than three (3) weeks, nor more than six (6) weeks thereafter. The Corresponding Secretary shall promptly send one (1) copy of the charges to the accused member by registered mail together with a notice of the hearing. At the hearing, the defendant has the right to personally appear in his/her own defense, bring witnesses if he/she wishes, and present evidence and/or written documentation in his/her defense. The defendant may waive the right to an in person hearing and elect to have a hearing by teleconference or videoconference. Within ten (10) days of receipt of the notice of hearing, the defendant must respond by registered mail stating if he or she will be in attendance at the hearing, or if he or she is waiving the in person hearing and electing a teleconference or videoconference hearing.
SECTION 3. Board Hearing.The Board or Board Committee shall have complete authority to decide whether counsel may attend the hearing, but both the complainant and defendant shall be treated uniformly in that regard. Should the charges be sustained after hearing all the evidence and testimony presented by complainant and defendant, the Board or Board Committee may, by a majority vote of those present, reprimand or suspend the defendant from all privileges of the Club for no more than six (6) months from the date of the hearing, or until the next Annual Membership Meeting, if that will occur after six (6) months. If the Board or Board Committee deems that punishment insufficient, it may also recommend to the Club membership that the penalty be expulsion. In such case, the suspension shall not restrict the defendant’s right to present his/her case before his/her fellow members at the ensuing Annual Membership Meeting which will consider the recommendation of the Board or Board Committee. Immediately after the Board or Board Committee has reached a decision, its finding shall be put in written form and filed with the Corresponding Secretary. The Corresponding Secretary, in turn, shall notify each of the parties of the decision and penalty, if any.
SECTION 4. Expulsion.Expulsion of a member from the Club may be accomplished only at the Annual Membership Meeting of the Club following a hearing and upon the recommendation of the Board or the Board Committee as provided in Section 3 of this Article. The defendant shall have the privilege of appearing in his/her own behalf, though no evidence shall be taken at this meeting. The President shall read the charges, findings and recommendations, after which the defendant, if present, shall be invited to speak on his/her own behalf. The members present at the meeting shall then vote by secret written ballot on the proposed expulsion. A two-thirds (2/3) vote of those present and voting at the Annual Membership Meeting shall be necessary for expulsion. If expulsion is not so voted, the suspension shall stand.
Article VII – Amendments
SECTION 1. Amendments to the Constitution, Bylaws and to the Standard for the Breed may be proposed by the Board of Directors or by written petition addressed to the Corresponding Secretary and signed by twenty percent (20%) of the voting membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board. Such petition must be submitted to the members with recommendations of the Board, by the Corresponding Secretary, for a vote within three (3) months of the date that the petition was received by the Corresponding Secretary.
SECTION 2.The Constitution, Bylaws and the Standard for the Breed may be amended at any time provided a copy of the proposed amendment has been mailed by the Corresponding Secretary or an independent professional CPA or notary designated by the Board, to each member in good standing at the date of the mailing, and accompanied by a ballot to indicate his/her choice for or against the action to be taken. The procedure for voting shall be in accordance with Article IV, Section 2 b. A favorable vote of two-thirds (2/3) of the voting members in good standing who return valid ballots within the time limit, shall be required to effect any such amendment.
SECTION 3. No amendment to the Constitution, Bylaws or the Standard for the Breed that is adopted by the Club shall become effective until it has been approved by the Board of Directors of the American Kennel Club.
Article VIII – Dissolution
SECTION 1.The Club may be dissolved at any time by the written consent of not less than two-thirds (2/3) of the voting members in good standing. In the event of the dissolution of the Club other than for purposes of reorganization, whether voluntary or involuntary, or by operation of law, none of the property of the Club, nor any proceeds thereof, nor any assets of the Club shall be distributed to any members of the Club. After payment of the debts of the Club, its property and assets shall be given to a charitable organization for the benefit of dogs, selected by the Board of Directors.
Article IX – Order of Business
SECTION 1.At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows:
Minutes of last meeting
Report of President
Report of Recording Secretary
Report of Corresponding Secretary
Report of Treasurer
Reports of Committees
Election of new members
SECTION 2.At meetings of the Board, the order of business unless otherwise directed by majority vote of those present, shall be as follows:
Reading of minutes of last meeting
Report of Recording Secretary
Report of Corresponding Secretary
Report of Treasurer
Reports of Committees
Election of new members
Article X – Parliamentary Authority
SECTION 1.The rules contained in the current edition of Robert’s Rules of Order, Newly Revised, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these bylaws and any other special rules of order the Club may adopt.