April
1 2001
Amended
Corporation By-Laws
Spotted
Saddle Horse Association of Kentucky
Article
I
Title, Objects, Location, Corporate Seal
Section 1. Title: This Association shall be
known as the Spotted Saddle Horse Association of Kentucky, and shall at all times be operated and conducted as a non-profit
association in accordance with the laws of the State of Kentucky providing for such organizations and by which it shall acquire
all such rights as granted to associations of the kind.
Section 2. Objects: The objectives and purposes
of this Association shall be to sponsor and promote the showing and exhibiting of this breed, to promote the best interests
of such shows and of the exhibitors and sponsors who make them possible, to promote good fellowship and sportsmanship standards
among its members, to protect and promote the welfare of the Spotted Saddle Horse and to align itself with and abide by the
rules and regulations of the Spotted Saddle Horse Breeders and Exhibitors Association, except as other wise stated in these
bylaws, and the Horse Protection Act as administered by the United States Department of Agriculture.
Section
3. Place of Business: The principal place of business of the Association shall be as may be determined by the Board of Directors
of the Association from time to time, but its members or officers may be residents of any state, territory, or country and
business may be carried on at any place convenient to such members of officials as may be participating.
Section 4. Corporate
Seal: The seal of the Association shall be in the charge of the secretary and shall be in the form impressed hereon below.
Article II
Members
Section 1. Members of the Association will be
admitted, retained, suspended, expelled or re-admitted and otherwise regulated in accordance with such rules and regulations
as the membership may adopt. In all matters governed by a vote of the members, each member in good standing shall be entitled
to one (1) vote. Individual membership (1) vote, Family membership, wife and spouse (2) votes with both being present to vote.
Memberships are from January 1 to January 1. Membership dues must be paid by August 15th to receive a mail ballot.
Section 2. The regular Annual Banquet and meeting
of the members shall be held at a place and time designated by the Board of Directors for the purpose of transacting such
businessas may be brought before the meeting. Members shall not be required to
be present to vote, but may vote by mail ballot in accordance with the provisions
hereof.
Notice of the Annual Meeting shall be given by mailing written notice stating
the time of such meeting to each member's last known mail address as it appears on the Association's records not less that
thirty (30) days prior to the date of such meeting.
Any voting matter pertaining to a total membership vote including, but not
limited to elections and By-law changes will be done by mail ballot to eligible voting members only. Voting at a meeting of
the Association shall be in person.
The President shall appoint a nominating committee for
the purpose of nominating candidates for Directors.
The committee shall consist of at least three members.
Members in good standing, willing to serve
on the SSHAK Board of Directors shall notify the SSHAK nominating committee chairperson by October 15th of each year of their
desire toserve. Write-in names will be accepted and tabulated, provided all other
eligibility-requirementsare met. There will be no charge to the eligible
member for this listing. Only those persons who have declared their interest and/or
willingness to serve as a director will be printed on the official ballot, however,
there will be a space on the ballot to list any write-in candidates. Only official ballots will be accepted.
A ballot pack will be mailed to each SSHAK member on or before
October 30th of each year. This packet shall include voter instruction and a list
of all eligible members who have expressed to the nominating committee a willingness
to serve on the SSHAK Board of Director position and who have met all eligibility requirements as set forth herein. The ballot
must be postmarked by-November 30th of that year and be returned to the nominating chairperson designated by SSHAK. The candidates
who receives the highest number of votes for board of directors shall be considered the winners.
The decision of the nominating committee shall be final unless changed
by the membership.
Article
III
Directors
Section 1. The
business and property of the Association shall be managed by the Board of Directors and controlled by the membership.
In order to qualify for a Board of Director, a person must be a dues paying
member of the Association in good standing for at least one (1) year. Board of directors shall be elected by mail ballots, and the winners shall be announced at the Annual Membership Meeting.
Section 2. Directors shall serve for terms of two (2) years, limited to
14 Directors. A vacancy occurring on the Board of Directors may, be filled by a majority vote of the remaining Board members.
Such appointee shall serve until the next regular election of Directors.
Section 3. The regular meeting of the Board of Directors shall be held immediately
following the annual members' meeting, and no notice shall be required for such regular annual meeting of the Board. The Board
of Directors shall meet at least twice annually, once following the annual meeting and one more time. Provided, however the
second meeting may-be at such other time as fixed by resolution of the Board of Directors. The Board, by rule, may provide
for other regular meetings at stated times and places.
Section 4. Special meetings of the Board of
Directors shall be held whenever called by direction of the President or a majority of the members of the Board.
The Secretary shall give notice
of each special meeting by mailing or telephoning the same to each Director at least 15 days before the meeting; but any Director may waive his own notice. Unless otherwise
indicated in the notice therefore, any and all business may be transacted at a special meeting.
Section 5. A majority
of the number of Directors shall constitute a quorum for the transaction of business, but if at any meeting of those present
Section 6. At meeting of the Board of Directors,
business shall be transacted in such order as the Board may determine.
Section 7. The written contracts of the Association which are duly authorized
shall be executed in behalf of the Association by the President and attested by the Secretary and the Corporate Seal. By appropriate
resolution the Board may delegate the execution of contracts relation to routine operations of the affairs of the Association
to other persons or person.
Section 8. Any Director who shall fail to attend two (2) consecutive regular
meetings of the board shall be automatically removed for the Board of Directors except that, upon written or telephone request
by the Director who has failed to attend (2) consecutive regular meeting, the Board may provide a procedure authorizing a
waiver of such automatic removal under circumstance sufficient to excuse such absence. The position shall be filled in accordance
with this article. Any Director who shall miss more than fifty (50) of the Board Meetings, excused or unexcused, shall not
be eligible for re-election.
Section 9. The Board of Directors shall have the power and authority to
make, amend, Repeal and enforce such rules and regulations, not contrary to law,
or these by-laws, as they may deem necessary concerning the conduct, management
and activities of the Association, the admission classification, qualification, suspension, expulsion and/or discipline of
members, including the right to levy fines, removal of Directors and/or Officers and any other applicable or appropriate subject
relating to the purpose of the Association.
Said rules and regulations shall be promulgated and published at least 30 days prior to their effective dates.
Article IV
Officers
Section
1. The officers of the Association shall be President, Vice-President, Second-Vice President, Treasurer and Secretary.
Section 2. The officers shall be elected by the General Membership at
the Annual Meeting.
Section 3. Only members in good standing may have any voice or vote in
the nominating and election of said officers.
Section 4. Only those elected to the Board of Directors
shall be eligible to be nominated and elected as officers.
Section 5. The officers of the Association shall
be in office for a term of one (1) year, or until his/her successor is duly elected and qualified.
Duties of the Officers
A President, shall preside over all meetings
of the Board of Directors, and all membership meetings, and only votes to break a tie.
A 1st Vice-President, shall perform the duties
of the President in the absence of the President or in the event of the death, inability or refusal of the President to act.
In addition the First Vice-President shall be a member of the Kentucky Spotted Saddle Horse Celebration Horse Show Committee.
A 2nd Vice-President, shall be publicity director for the Association, whose
duty it shall be to publicize all events and activities of this Association of interest to the General Public as well as news
of interest concerning the Spotted Saddle Horse.
A Secretary, shall record and preserve minutes
of all meetings of the membership, Board of Directors, notify of meetings, collection of membership, issue membership cards,
and administrative tasks as assigned.
A Treasurer shall keep the funds of the Association and shall be required
to keep a permanent record of all receipts and disbursements of the Association and to file a report of same to the membership
and to the Board of Directors at the annual meetings. A bond shall be provided for the Treasurer, the premium for which shall
be paid by the Association.
The offices of Secretary and Treasurer may
be held by the same person, at the discretion of the Board, and the person holding both offices shall be designated Secretary-Treasurer.
All vacancies in the offices of the Association
shall be filled with Board of Directors.
Any officer may be removed from office for
cause, at any regular or special called, meeting of the Board of Directors by a two-thirds majority vote.
The Board of Directors shall be authorized to fill any vacancies of the Officers. Any Officer appointed to fill a vacancy shall serve the remainder of the term of the office whose vacancy he/she has appointed
to fill.
The immediate Past-President shall serve a one (1) year term in an advisory
capacity and is entitled to engage in discussions and deliberations and does not have the right to vote, unless the immediate
Past-President has been elected to the Board of Directors.
Article V Other
Committees
Section 1. Other committees, permanent, temporary
or special, may be created by the Board of Directors.
Such committees shall have such powers and responsibilities as may be , delegated to them by said Board of Directors.
Article VI Interpretation
Section 1. The President shall act as Chairperson of any meeting of the
members, but in his absence, at any meeting regularly called pursuant to the By-Laws, any Officer may call the meeting to
order and act as Chairperson, precedence being given to the order of Officers listed herein. The Secretary of the Association
shall act as Secretary of all meetings of the members, but in the absence of said Secretary, the Directors may appoint any
person to act as Secretary.
Section 2. Whenever in the By-Laws the term
member or members shall be used, unless otherwise specified, it shall mean a member or members having the right to vote. Voting
members shall be a member of SSHAK in good standing, 18 years and over.
It shall be the duty of every member to keep the Secretary informed of his/her
correct mailing address. When any notice to a member is required by these By-Laws, such notice shall be sufficient if sent
to his/her last known mailing address by first class U. S. mail.
Section 3. A Special Meeting of the Association may be called by the President
or the majority of the Board of Directors, or by notice signed by not less than 20'70 of the members in good standing. A special
meeting is called by sending a copy of the call to every member of the Association
at his/her last known mailing address by first class U.S. mail at least 15 days before this meeting. The call shall specify the place, date and time the meeting is to be held and the purpose for which it is to be convened.
Section 4. At the Annual Meeting of the
Association it may transact any business permitted by the By-Laws that may arise,
but at a Special Meeting it may transact only such business as is specified in the call and permitted by the guidelines of
the By-Laws.
Article VII
Members
and Non-Members Obligations
Section 1. Any person who applies for membership in the Association and any non-member who applies for any other privilege, by so applying agrees and binds himself to abide by the SSHAK By-Laws and all other SSHBEA rules and regulations, except as other wise stated in these bylaws.
Article VIII Discipline
Section 1. Discipline shall be administered in accordance with said rule
and regulations and penalties shall be as specified therein. Subject to review by the Board as to said rules and regulations,
general responsibility for discipline is delegated to the Board of Directors and to such other committees and/or divisions as may be designated.
Article IX Amendments
Section 1. Any proposed amendment to these
By-Laws must be submitted in writing to the' Board of Directors, and upon approval notify the membership at least thirty (30)
days prior to the date of the meeting.
Section 2. By-Laws
may be adopted, amended or repealed by the members at an annual meeting or any special meeting called by the Board of Directors.