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Bylaws Article
I Purpose To further the development of the Hunter-Jumper
sport in the states of Iowa and Nebraska by collaboration with the Department of
Agriculture, State Legislature, Iowa Horse Industry Council, USA Equestrian,
American Society for the Prevention of Cruelty to Animals, United States
Equestrian Team, registered breeders and owners; to promote and encourage
educational programs regarding riding, and to generally improve the conditions
of work and the production of the horse and horse industry. Article
II Membership Section 1. Classes of Membership.
This corporation shall have five (5) classes of membership: family membership,
individual membership, stable membership, corporate membership and associate
membership. Upon receipt of dues, membership cards will be sent to members.
Cards shall include the name, age, membership number, effective date of
membership and type of membership. Section 2. Family Members.
Eligibility defined. The term "Family" shall include the following:
all of the members of a family living at the same address, including any
unmarried children living away from home attending school as long as their home
address is their legal address. This membership shall have two (2) votes. Points
are recorded for hunter, jumper and equitation classes. Section 3. Individual Members.
Eligibility defined. Any person may join the association as an individual. This
membership shall have one (1) vote. Points are recorded for hunter, jumper and
equitation classes. Section 4. Stable Members.
Eligibility defined. Anyone claiming stable membership may do so. This
membership shall have two (2) votes. Stable memberships should receive two (2)
prize lists and informational mailings. Points
are recorded for hunter and jumper classes. Section 5. Corporate Members.
Eligibility defined. Anyone claiming membership as a corporation may do so. This
membership shall have two (2) votes. Points are recorded for hunter and jumper
classes. Section 6. Associate Members.
Eligibility defined. Anyone claiming membership as an associate may do so. This
membership shall have no vote and no points are recorded. Section 7. Obtaining Membership.
Any person desiring membership shall fill out a written application for
membership in such form and containing such information as the Board of
Directors shall proscribe. The Board of Directors may, by a majority vote, deny
the application for reasons satisfactory to said Board. Section 8. Right to Vote. Only
members in good standing shall have the right to vote. Section 9. Membership Dues. The
annual dues of all members shall be determined each year by the Board of
Directors, subject to approval at a meeting of the membership. The assessed
amount shall be due and payable in the month of January of every calendar year
for member name to be included in the membership directory. Section 10. Membership Incapable of
Transfer. No membership can or shall be assigned either voluntarily or
involuntarily or by operation of law, nor can any membership or membership
rights be assigned, alienated or encumbered in any manner, except to vote by
written proxy at the annual meeting. Any purported or attempted assignment,
transfer, alienation, or encumbrance of the membership or property right shall
be wholly void and confer no rights upon the purported assignees, transferee or
claimant. Section 11. Ownership Capable of Transfer.
Ownership can be transferred upon sale or bona fide lease of a horse, with such
transfer dated and given in writing to the Secretary. Section 12. Expulsion. Any
member failing to pay his dues to the Corporation, after the same has become due
and payable for sixty days, shall cease to be a member in good standing. Any
member may be expelled and his or her membership forfeited by the Board of
Directors as herein before provided, or for conduct, which in the opinion of at
least two-thirds (2/3) of the Board of Directors is liable to injure the welfare
or character of the Corporation, or when in default of the payment of any
indebtedness to the Corporation, or to any of the United States Equestrian
Federation (USEF) recognized shows. Except as otherwise herein specifically
provided, the Board of Directors shall determine the manner and procedure
governing the expulsion of members. Section 13. Extent of Personal Liability
of Member. All members shall be personally liable to the Corporation
for their membership fees and dues, but no Member or Director of the Corporation
shall be personally liable for the debts, liabilities or obligations of the
Corporation. Section 14. Age. The age of an
individual on December 1st shall be maintained throughout the entire show year.
Persons born on December 1st shall assume the greater age on that date. Article
III Termination of Membership Section 1. When Membership Terminates.
A membership shall terminate upon the happening of any of the following to wit: a.
The death of a member. Section 2. No Withdrawal Value Upon
Termination of Membership. No part of income or assets of the
Corporation shall be distributed to its members, directors or officers. In the
event of the termination of the membership of any person for any cause
whatsoever, the Corporation shall not be liable for the payment of any sum
whatsoever to such person or his legal representatives, and no such person or
his legal representatives shall have any right, title or interest in the
property or in assets of the Corporation. Article
IV Meetings Section 1. Regular Annual Meeting.
A regular annual meeting of the members shall be held each year at the hour and
place specified by the Board of Directors. New Directors shall be elected or
installed and such other business transacted as appropriately comes before such
meeting. All meetings shall be conducted by Robert's
Rules of Order. Section 2. Election. A month
prior to the annual meeting a nominating committee appointed by the Board of
Directors shall secure the names and consent of voting members in good standing
willing to serve on the Board of Directors. These names shall be presented in
writing to the membership at least three (3) weeks prior to the annual meeting.
If any such annual meeting is not held or the directors are not installed after
a written ballot at such meeting, they may be elected or installed at any
special meeting for that purpose. Section 3. Place of Meetings.
Unless the Board of Directors shall appoint some other place in any instance or
instances, meetings of the members of the Board of Directors, both annual and
special, shall be held in the place and format specified by the President. Section. 4 Notice of Meetings.
Notice of each meeting of the membership, both annual or special, shall be given
by the secretary or any other officer, in writing to each active member entitled
to notice, such notice to be addressed to the last physical or electronic
address shown on the records of the Corporation and deposited for transmittal at
least seven days prior to the date set for such meeting. Whenever a member
shall, in writing, give the Corporation an address for the purpose of notice,
the same shall be deemed the member's last address according to the records of
the Corporation as such term is herein used. Section 5. Form of Notice and Statement of
Purpose. Notice of any meeting shall specify the format, the place,
the day and the hour of the meeting. In the case of special meetings, the
general nature of the business to be transacted shall be stated in the notice. Section 6. Voting Procedures. Every
member entitled to vote or execute consents or assents shall receive notice of
the annual election. Directors shall be elected by written ballot, which shall
be presented only to members in good standing. The ballot shall be devised so
that upon opening the ballot, the ballot counting committee shall not know from
whom the votes come, but shall know that the ballot being counted is in fact the
"true and correct" form of ballot. Ballots shall be presented to the
membership at least three weeks before the annual meeting. Section 7. Quorum. Voting members holding
ten percent (10%) of the entire voting power, represented at any members'
meeting, in person, shall constitute a quorum. Section 8. Political Activity. The
Corporation shall not, in any way, be affiliated with any political organization
and shall not endorse candidates for any elective public office, local, state or
national. Article
V Directors Section 1. Number. The powers of the
Corporation shall be exercised, its property controlled and its affairs
conducted by a Board of Directors consisting of no more than thirteen (13)
persons, all of who shall be voting members in good standing of the Corporation.
All Emeritus Board Members who are currently serving shall complete their terms
with all the rights and responsibilities of the regular directors. Section 2. Election. A month prior to the
annual meeting a nominating committee appointed by the Board of Directors shall
secure the names and consent of voting members in good standing willing to serve
on the Board of Directors. The number of names secured by the nominating
committee shall be determined by the Board of Directors. However, the number of
names secured by the nominating committee should be at least two more than the
number of vacancies to fill and an opportunity for write-in names shall be
provided on the ballot. These names
shall be presented in writing to the membership at least three (3) weeks prior
to the annual meeting. One-third (or
as close as practical) of the directors shall be elected annually. Directors
shall serve a term of three (3) years or terminate service upon written
resignation. All directors shall hold office until their respective successors
are elected and qualify. Section 3. Vacancies. Vacancies in the board
may be filled by a majority of the remaining directors, but in no event by less
than a majority of three (3) remaining directors. The voting membership in good
standing may elect a director or directors at any time to fill any vacancies or
vacancy in the Board of Directors that is not filled. Any vacancy or vacancies
in the Board of Directors shall be deemed to exist in the case of death,
resignation, removal, or failure to qualify of any director, or if the
authorized number of directors be increased, or if the members fail to elect a
full authorized number of directors, via a written ballot or at any annual or
special meeting held for that purpose. When
a vacancy is filled, the successor director shall serve only the remainder of
the unexpired term. Section 4. Board of Directors Meetings. The
Board of Directors shall hold a meeting approximately four (4) weeks prior to
the annual meeting of the membership. At least three (3) meetings shall be held
by the Board of Directors after the annual membership meeting. Section 5. Special Meetings. Any issue may
be dealt with via telephone or other electronic media by canvassing the entire
board for their individual votes on any subject. Section 6. Quorum. Five (5) members of the
whole Board of Directors shall be necessary to and shall constitute a quorum at
each regular or special meeting of the Board of Directors. Section 7. Consecutive Terms. Board members
may serve consecutive terms. Each board member at the end of the term may become
eligible for election to the board. Article
VI Power of the Directors The directors shall have power: First: To call special meetings of the membership
when they deem it necessary. Second: To establish the duties and powers of all
officers and committees. Third: To make such rules and
regulations in the management and control of the affairs and business of the
Corporation as they deem best, not inconsistent with law, the Articles of
Incorporation, the General Rules of the Association, these Bylaws, or the USEF. Article
VII Duties of the Directors It shall be the duty of the directors: First: To serve the Corporation
faithfully and without compensation for services as directors. Three (3)
absences at Board of Directors meetings shall serve as just and lawful cause for
expulsion from the Board by a ruling of at least two-thirds (2/3) of the Board
of Directors. Second: To cause to be kept a complete record
of all their minutes and acts, and of the proceedings of the members, and
present a full statement at the regular annual meeting of the membership,
showing in detail the assets and liabilities of the Corporation and generally
the condition of its affairs. Third: To supervise all officers, agents and
employees and see that their duties are properly performed. Article
VIII Officers Section 1. Officers. The officers shall be a
president, vice president, secretary, and treasurer. Officers shall be elected
by the Board of Directors immediately following the annual membership meeting. Section 2. President. The president shall be
the chief operating officer of the Corporation and shall, subject to the control
of the Board of Directors, have general supervision, direction, and control of
the operations and management of the Corporation. He/she shall be an ex-officio
member of all standing committees. He/she shall have the general powers and
duties of management usually vested in the office of president of a corporation,
and shall have such other powers and duties as may be proscribed by the Board of
Directors, by the Bylaws and by the General Rules of the Association. Section 3. Vice-President. In the absence or
disability of the president, the vice-president shall perform all the duties of
the president, and when so acting shall have all the powers of, and be subject
to all the restriction upon, the president. The vice-president shall have such
other powers and perform such other duties as from time to time may be
proscribed for him/her respectively by the Board of Directors, by the Bylaws and
by the General Rules of the Association. Section 4. Secretary. The secretary shall
keep or cause to be kept a membership record, showing the name and address of
each member, the date of said membership, and in the event of the membership
having been terminated, the fact of termination together with the date upon
which such membership ceased. The secretary shall keep, or cause to be kept,
records of the proceedings of meetings of Board of Directors and the members.
The secretary shall serve or cause to be served all notices required by law,
these Bylaws, and the General Rules of the Association. In case of his /her
absence, inability, refusal or neglect so to do, then any and all duties may be
served by an assistant secretary or by any person thereunto directed by the
president or vice-president of the Corporation. The secretary shall also
discharge such other duties as pertain to his/her office or which may be
proscribed by the Board of Directors. Section 5. Treasurer. The treasurer shall
receive all the moneys of the corporation from the secretary or from other
persons from whom they shall be due and shall have the custody and control of
all the funds of the corporation subject to the direction and control of the
Board of Directors, the executive committee and/or the finance committee; and
he/she shall keep a correct and accurate account of all moneys received and
dispersed, and of the financial condition of the corporation; his/her books
shall be at all times open and accessible to inspection and audit by order of
the Board of Directors, and he/she may be required to give bond satisfactory to
the Board of Directors in such amount as the Board of Directors shall fix.
He/she shall maintain only the bank accounts approved by the Board of Directors.
All proposed expenses by the Junior membership must be approved by the
Treasurer. All expenses above fifty
(50) percent of the Junior Balance must be approved by the Board of Directors. Article
IX Amendments to the Bylaws and Rules Section 1. Amendments. The Bylaws may
be amended or repealed, in whole or in part, by the vote of the quorum at the
annual or a special meeting. Any change to the existing rules and bylaws will be
announced to the membership 30 days prior to execution. Section 2. Rule Changes. All rule
changes proposed by the Board must be sent to the Population in good standing
thirty (30) days prior to the annual meeting.
Rule changes proposed by the population may be submitted prior to the
annual meeting or at the annual meeting so long as the proposal is in written,
legible and coherent form. The rule
change shall become effective if approved by 51 % of the votes of the membership
present at the meeting. Click here to print Bylaws Document |
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