and supporting its membership.
The objectives of the ACR are:
a. To collect, preserve and publish facts pertaining to Coopworth sheep.
b. To register and keep on file all records of registration and transfers of the breed in North America and imported into North America, and to promote and support the interest of Coopworth sheep breeders.
c. To preserve, improve and promote Coopworth sheep as a performance-based breed.
Section 1. Eligibility.
Anyone who is interested in, owns or breeds Coopworth sheep shall be eligible for membership in the ACR.
Section 2. Applications.
An individual (defined as a farm, family or corporation) shall make application and pay the appropriate membership fee to be admitted as a member. The ACR Secretary will furnish membership application forms.
Section 3. Status
There shall be three (3) types of membership: Senior membership, Junior membership and Associate membership. Senior membership is open to individuals over 18 years of age who own, breed or register Coopworth sheep. Junior membership is open to individuals who are 18 years of age or younger who own, breed or register Coopworth sheep. Associate membership is open to anyone who is interested in the promotion of Coopworth sheep but does not own, breed or register Coopworth sheep.
Section 4. Terms of Membership/ Renewal.
The calendar year for all memberships is January 1 through December 31. An individual who has applied to the ACR and paid the appropriate membership fee shall be an active member. To maintain active status, membership must be renewed and the appropriate dues paid no later than January 31 of the current year. Memberships that have lapsed may be made active by reapplying for membership and paying the appropriate membership fee.
Section 5. Voting.
Active Senior members shall be entitled to one (1) vote per
farm, family or corporation. Active Junior members and active
Associate members shall not be entitled to vote.
Section 6. Suspension and Expulsion of Members.
Any member who does not keep adequate records or who for any
reason refuses to furnish a certificate properly transferred
when a sale is made, or who is found guilty of fraud or willful
misrepresentation, shall be suspended by the Board of Directors
until the next membership meeting when the matter shall be presented
in writing by the Board of Directors. If the matter is sustained
by a two-thirds vote of the members present, the member shall
be expelled and the member shall not be entitled to a refund
of any membership fees/dues. A member who has been expelled shall
lose all rights and any registrations made during the suspension
period shall be cancelled.
Section 1. Annual Meeting.
There will be a general meeting of the membership on an annual basis at a time to be determined by the Board of Directors (the "Annual Meeting"). Written notice of such meeting shall be mailed or emailed to each member at his or her address of record not less than forty-five (45) days prior to such meeting. The notice shall contain the time, date, and place of such meeting and shall be considered given at the time it is sent. At the Annual Meeting, the active members shall elect directors to the Board of Directors and transact any other business which is properly brought before the members. Planning the agenda for such meeting shall be the responsibility of the President and other members of the Board of Directors serving prior to the meeting.
Section 2. Special Meetings.
Special Meetings of the membership may be called by the President, or by a majority of the Directors, or by members representing a two-thirds majority of the active Senior membership. Written notice of such meeting shall be mailed or emailed to each member at his or her address of record not less than forty-five (45) days prior to such meeting. The notice shall contain the time, place and agenda of such meeting and shall be considered given at the time it is sent. Planning the agenda for such meeting shall be the responsibility of the President and other members of the Board of Directors serving at the time of the meeting, unless the meeting has been called by members.
Section 3. Quorum.
At all membership meetings, those active Senior members present or represented by proxy shall constitute a quorum and shall be sufficient for the transaction of business. The vote of a majority of the active Senior membership present in person or represented by proxy shall be the act of the membership except as may be expressly provided by these By-laws.
Section 4. Voting in General.
Unless otherwise directed in these By-laws, voting during a membership meeting shall be as directed by the President. At any membership meeting, active Senior members may be represented by proxy but such proxy shall be in writing, signed by such member, and filed with the Secretary before the meeting has been called to order.
Section 5. Voting for Directors.
Voting for directors shall be by mailed secret ballot only. The Secretary shall mail ballots to each active member at his or her address of record not less than thirty (30) days prior to the Annual Meeting. Such ballots shall include the nominees for membership on the Board of Directors with instructions for write-in candidates at the member's initiative. In order to be counted, marked ballots shall be returned to the Secretary either (1) postmarked not less than ten (10) days prior to the Annual Meeting or (2) handed to the Secretary in person at the Annual Meeting. Marked ballots shall be counted during the Annual Meeting by the Secretary or by a committee appointed by the President.
Section 6. Rules.
Membership meetings shall be conducted in accordance with Roberts Rules of Order or such other rules as the membership shall adopt, but no rule change will be effective until the next subsequent meeting after passage of the change.
Section 1. Powers.
The general business of the ACR shall be conducted and managed by a Board of Directors (the "Board"). To be eligible to serve as a director, the nominee must be an active Senior member of the ACR. The Board shall have the power to make rules and regulations for the guidance of its Officers and members and for transaction of the business of the ACR. The Board, by resolution, may delegate to committees and ad hoc committees.
Section 2. Duties.
Every Director shall discharge his or her duties in good faith with a view to the interests of the ACR. Every Director shall participate in all meetings of the Board of Directors.
Section 3. Election and Composition of Board.
At each Annual Meeting of the ACR, the existing members shall elect directors to hold office until the election and qualification of their respective successors. The number of directors shall be at least five (5) but such number may be increased by the directors. The Board shall be divided into three (3) groups: Group A (consisting of at least two (2) directors); Group B (consisting of at least two (2) directors); and Group C (consisting of at least one (1) director). Any additional directors will be evenly divided among these three groups. Each director will have a term of three (3) years. There is no limitation on the number of terms that a director may serve.
Section 4. Resignation; Removal; Vacancies.
Any Director may resign at any time by giving two (2) months written notice to the President. Any Director may be removed by a majority vote of the remaining Directors. Failure of a Director to participate in three consecutive meetings shall constitute a resignation from the Board, unless such absences are excused by the other Directors on the Board. Any vacancy in the Board, including any vacancy made by an increase of the number of Directors, may be filled for the unexpired portion of the term by the Directors then serving by a majority vote of the remaining Directors. Any Director so elected shall fill the remainder of the unexpired term and may run for election to the Board on a subsequent ballot.
Section 5. Conflict of Interest.
No Director shall vote on any issue that may result in a direct monetary benefit to said Director, said Director's family or to any business in which said Director has a direct or indirect interest.
Section 6. Annual Meeting.
As soon as practicable after each Annual Meeting, the newly elected Directors shall meet for the purpose of electing officers and the transaction of other business, and if a quorum of the Directors be then present, no prior notice of such meeting shall be required to be given.
Section 7. Regular Meeting.
The Board of Directors will establish a schedule for regular meetings.
Section 8. Special Meeting.
Special Meetings of the Board of Directors may be called by the President or the Secretary and must be called by either of them on the written request of any two (2) members of the Board.
Section 9. Notice of Meetings.
Notice of all Directors' meetings, except as herein otherwise provided, shall be mailed or emailed not less than three (3) days prior to the meeting. The notice shall be sent or e-mailed to each Director at his or her address of record. Such notice must include any materials necessary for the next meeting and shall be mailed or e-mailed not less than three (3) days prior to the meeting. At any meeting at which every Director shall be present, even though without notice, any business may be transacted.
Section 10. Quorum; Voting.
At all meetings of the Board of Directors, a majority of the Directors shall be sufficient to constitute a quorum for the transaction of business. The act of a majority of the Directors present at any meeting at which there is a quorum shall be the act of the Board of Directors. If at any meeting there is less than a quorum present, a majority of those present may adjourn the meeting without further notice to any absent Director.
Section 11. Action Without a Meeting.
Any action required to be taken at any meeting of the Board of Directors or of any committee thereof, may be taken without a meeting if a written consent to such action is received from all members of the Board or of such committee, and such written consent is filed with the minutes of the proceedings of the Board or committee.
Section 12. Telephone/Electronic Meeting.
Members of the Board of Directors or a committee of the Board may participate in a meeting by means of a conference telephone call, or by other electronic means, if all persons participating in the meeting can hear or read each other at the same time. Participation in a meeting by these means constitutes presence in person at said meeting.
Section 1. Officers.
The Officers of the ACR shall be a President, a Vice President, a Secretary and a Treasurer, all of whom shall be selected from among the Board of Directors with the exception of the offices of Secretary and Treasurer, which may or may not be held by a Board member although such person must be an active Senior member of the ACR. Any two offices may be held by the same person, provided that the President shall not also be the Vice President. Other Officers with such powers and duties not inconsistent with these By-laws may be appointed by the Board of Directors.
Section 2. Resignation; Removal; Vacancies.
Any Officer may resign at any time by giving two (2) months written notice to the President or the Board of Directors. Any Officer may be removed from office at any time, in accordance with these By-laws. In case any office of the ACR becomes vacant, the Board of Directors by majority action may select an Officer to fill such vacancy.
Section 3. President.
The term of the President shall be two years. The President shall preside at all meetings of the Board of Directors and of the membership. The President signs all contracts and other instruments of the ACR. The President supervises the affairs of the ACR according to and subject to the By-laws and performs such other duties as are usually imposed upon such offices and such other duties as assigned. The President appoints Chairpersons of the various committees with the approval of the Board. The President, also with the approval of the Board, creates ad hoc committees when deemed necessary. The President shall be responsible for the Board of Directors' report of the Board's activities.
Section 4. Vice President.
The term of the Vice President shall be for two years. The primary duty of the Vice President shall be to assist the President and perform all duties of the President in his or her absence and such other duties as the Board of Directors imposes. If the Vice President is assuming Presidential duties then she or he has no vote in the Board of Directors' proceedings except to break a tie vote.
Section 5. Secretary.
The term of Secretary shall be for two years. The Secretary shall be the corresponding and recording member of the ACR. The Secretary issues notice of all meetings the By-laws may require, keeps the minutes of the meetings, has charge of the ACR books and records, and signs, with the President, all instruments requiring his or her signature, and performs such other duties the Board of Directors may require.
Section 6. Treasurer.
The term of the Treasurer shall be for two years. The Treasurer shall be the ACR's chief fiscal and financial member. The fiscal year is from January 1 to December 31 of each year. The Treasurer shall collect all fees, dues and other moneys due the ACR and shall pay the bills, reporting the same in detail at each regular meeting of the Board of Directors and the membership. Receipts and invoices must evidence all expenditures. The Treasurer shall keep the books up-to-date and open for inspection upon the reasonable request of any Board member, and shall obtain Board approval for any single expenditure over $200. The Treasurer shall work jointly with the Secretary to keep a current listing of the membership.
Section 7. Registrar.
The Board may choose to appoint the Secretary as Registrar or may appoint or hire a Registrar to keep the records of registrations and transfers up-to-date. The Registrar shall be accountable to the Board of Directors. Any salary or benefits afforded the Registrar shall be reviewed and determined annually by the Board of Directors, which shall have the power to terminate the Registrar and appoint or hire a new Registrar upon such terms and conditions developed by the Board of Directors.
These By-laws may be altered or amended at a meeting of the
Board of Directors by voting as outlined in Article IV, Section
10 or at any membership meeting by a majority vote of the active
membership of the ACR by mailed secret ballot. Such ballot shall
be mailed or emailed to each active Senior member at his or her
address of record not less than forty-five (45) days prior to
the Annual Meeting. Marked ballots shall be returned to the Secretary
and postmarked not later than fifteen (15) days prior to the
meeting in order to be counted.
Upon dissolution, after all debts have been satisfied, the remaining assets of the ACR shall be distributed to an organization(s) as determined by the Board of Directors.
Section 1. Conformation.
The Coopworth is a medium sized, dual-purpose, white faced sheep with an alert but quiet disposition. The long face is usually clean with a small topknot or bare head and has a slightly Roman nose. The body should be long with a good loin and hindquarter, a light forequarter and a wide pelvis.
Section 2. Wool.
The wool is long and should be well crimped with a bright luster and 35 to 40 microns. Several different wool styles are considered acceptable.
Section 3. Ideal Coopworth.
The ideal Coopworth ewe is an excellent mother, settles quickly, lambs unassisted and usually twins. The ideal Coopworth ram is virile with a strong libido, settling his ewes quickly. Lambs are strong and vigorous at birth, grow out well on forage, and yield a good carcass. The ideal Coopworth sheep moves freely on fields yet is easily gathered, shears a heavy fleece and shows resistance to foot rot.
Section 1. Registration Application.
Applications for registration of sheep must be made to the Registrar by the owner of the dam and all required information and applicable fees must be furnished in accordance with the type of registration being requested.