National Reining Horse Association Minutes of the Board of Directors Meeting NRHA Office Oklahoma City, OK May 30-31, 2009

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1 National Reining Horse Association Minutes of the Board of Directors Meeting NRHA Office Oklahoma City, OK May 30-31, 2009 Approved August 29, 2009 Present: President, Rick Weaver; Vice President, Allen Mitchels; Elected Officers, Mike Hancock, Greg Hill, Beth Himes, Dale Lopp; and Regional Directors Judy Caton (web), Susan Camfferman (web), Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Dan McGregor (web), Rick Ramsey, Rosanne Sternberg, Woody Taylor, Wim Van Gemert (web), Guy Vernon, Robert Welle (web), Flemming Winberg (web). Not Present: Elected Officers, Kit Cosper, Mark Schols; and Regional Directors Renzo Canciani, Luis Cruz, Tom Foran, Terry Griffin, Anat Kirshner, Raul Leal Cavazos, Matt Mills, Helmut Schulz, Judith Vetter, Josh Visser, Brett Walters. Staff: Executive Director, Dan Wall; Chief Financial Officer, John Foy; Chief Operations Officer, Dennis York; Executive Assistant, Katie Wagner; Sr. Director of Publications, Carol Trimmer; Director of Marketing and Communications, Todd Barden; Manager of Marketing and Communications, Christa Morris; Website Designer & Internet Marketing Specialist, Haley Carmen; Manager of Youth & Outreach Programs, Brian Bendele; Supervisor Futurity/Derby Entries, Susie Trimmer; Supervisor Judges Program, Michelle Wrigley; RHSF Coordinator, Krissy Colbath; Accounting Manager, Dillard Moore, Production Coordinator & Designer, Bucky Harris; Editorial Assistant, Katie Hendrickson; IT Support Tech, Lance Ahlson. Legal Counsel: Terry Wiens. Guests: Rick Swan. CALL TO ORDER President Weaver called the meeting to order at 1:11 p.m. on May 30, 2009 and roll was called and a quorum was announced. APPROVAL OF MINUTES April 4-5, 2009 Meeting: Guy Vernon moved to approve the minutes. Seconded by Mike Hancock. Motion April 4-5, 2009 Executive Session Meeting: Mike Hancock moved to approve the minutes. Seconded by Greg Hill. Motion 1

2 May 21, 2009 E-Vote: Mike Hancock moved to approve the minutes. Seconded by Jennifer Hoyt. Motion BUSINESS PLAN Dan Wall presented an updated version of the Business Plan including the short and long-term initiatives as well as the completed initiatives. Wall reviewed the current situation analysis. President Weaver asked the board to review the plan to be voted on for approval the next day. RULE CHANGES Rule Change A: Jennifer Hoyt moved to approve. Seconded by Rick Clark. Motion Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon, Robert Welle. Against: Wim Van Gemert, Flemming Winberg. Rule Change B: Jennifer Hoyt moved to approve. Seconded by Katarina Dorminy. Motion Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Wim Van Gemert, Guy Vernon, Robert Welle. Against: Flemming Winberg. Rule Change C: Mike Hancock moved to approve. Seconded by Woody Taylor. Motion Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Wim Van Gemert, Guy Vernon, Robert Welle. Against: Flemming Winberg. Rule Change D: Woody Taylor moved to approve. Seconded by Julia Cowan. Motion Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael 2

3 Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Wim Van Gemert, Guy Vernon, Robert Welle. Against: Flemming Winberg. Rule Change : Rick Ramsey moved to approve. Seconded by Mike Deer. Motion All in favor. Rule Change : Andre DeBellefeuille moved to approve. Seconded by Nick Cornelissens. BREAK 2:45 p.m. RECONVENE 2:50 p.m. Rick Ramsey moved to suspend the rule on page 32, B., section 2 that states On the date of the vote, the rule change will either be passed, defeated or no action will be taken. Seconded by Judy Caton. Motion Rick Clark moved to amend the rule by changing the last sentence to read: Each Affiliate wishing to participate in the National Association Affiliate program will inform shall apply to thenrha by October 31 of the year prior whether it wishes to adopt the program. Mike Deer seconded. Mike Deer moved to approve the rule change as amended. Seconded by Rick Ramsey. Motion All in favor. Rule Change : Guy Vernon moved to approve. Seconded by Dale Lopp. Nancy Eppers moved to amend the change. Seconded by Jennifer Hoyt. Allen Mitchels moved to amend the language in Section I as recorded. Seconded by Dale Lopp. Motion Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon, Flemming Winberg. Abstain: Robert Welle. Rick Weaver directed that a Task Force work on this rule change (after the Saturday board session) consisting of Greg Hill- Chair, Allen Mitchels, Guy Vernon, Rick Ramsey, Rick Clark and Jennifer Hoyt. Rule Change : Rosanne Sternberg moved to approve. Seconded by Dale Lopp. Motion All in favor. Rule Change : Mike Hancock moved to approve. Seconded by Greg Hill. Motion Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael 3

4 Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Robert Welle, Flemming Winberg. Against: Wim Van Gemert, Guy Vernon Rule Change : Dale Lopp moved to approved. Seconded by Jennifer Hoyt. Mike Hancock moved to amend the motion - strike the last sentence of the rule change. Amendment seconded by Allen Mitchels. Amendment Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon, Robert Welle, Flemming Winberg. Against: Wim Van Gemert. Break 4:03 p.m. Reconvene 4:26 p.m. Rule Change : Mike Hancock moved to approve. Seconded by Tim Lynch. Motion All in favor. Rule Change : Mike Hancock moved to approve. Seconded by Rick Ramsey. Motion defeated. For: Beth Himes, Rick Clark, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Robert Welle, Flemming Winberg. Against: Allen Mitchels, Mike Hancock, Greg Hill, Dale Lopp, Judy Caton, Nick Cornelissens, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Woody Taylor, Guy Vernon. Rule Change : Mike Hancock moved to form a task force to review this rule change proposal and make a recommendation for the 2010 NRHA Derby to the board by the August meeting. Seconded by Rick Clark. Motion No action taken on the rule change. Rule Change : Guy Vernon moved to approve. Seconded by Michael Martin. Motion defeated. All opposed. Rule Change : Guy Vernon moved to approve. Seconded by Woody Taylor. Motion All in favor. Rule Change : Mike Hancock moved to approve. Seconded by Nick Cornelissens. Motion All in favor. Rule Change : Mike Hancock moved to approve. Seconded by Nancy Eppers. Motion All in favor. 4

5 Rule Change : Tim Lynch moved to approve. Seconded by Jennifer Hoyt. Mike Hancock moved to amend the language to add within 500 miles of an Affiliate or Continental Finals. Amendment seconded by Beth Himes. Amendment Motion All in favor. Rule Change : Mike Hancock moved to approve. Seconded by Allen Mitchels. Mitchels moved to amend the rule change to make it only applicable to AA shows. Amendment seconded by Beth Himes. Amendment Motion For: Allen Mitchels, Nancy Eppers, Dan McGregor, Guy Vernon Mike Hancock, Greg Hill, Beth Himes, Dale Lopp, Susan Camfferman, Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Rick Ramsey, Rosanne Sternberg, Woody Taylor. Abstain: Robert Welle Against: Guy Vernon Break 6:10 p.m. Reconvene 6:25 p.m. Rule Change : Dale Lopp moved to approve. Seconded by Guy Vernon. Motion defeated. For: Allen Mitchels, Nancy Eppers, Dan McGregor, Guy Vernon Against: Mike Hancock, Greg Hill, Beth Himes, Dale Lopp, Susan Camfferman, Rick Clark, Dorminy, Helmut Gerstenberg, Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Rick Ramsey, Rosanne Sternberg, Woody Taylor. Abstain: Judy Caton Rule Change : Mike Hancock moved to approve. Seconded by Rosanne Sternberg. Motion Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon, Flemming Winberg. Abstain: Judy Caton. Rule Change : No action taken. Rule Change : No action taken. Rule Change : Beth Himes moved to approve. Seconded by Allen Mitchels. Motion All in favor. Rule Change : No action taken. 5

6 Rule Change : Frank Costantini moved to approve. Seconded by Allen Mitchels. Guy Vernon moved to amend to change language to 3 year old year. Amendment seconded by George King. Amendment Motion All in favor. Rule Change : Nick Cornelissens moved to approve. Seconded by Andre DeBellefeuille. Motion Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon,. Abstain: Judy Caton, Flemming Winberg. Rule Change : Nick Cornelissens moved to approve. Seconded by Michael Martin. Motion For: Allen Mitchels, Mike Hancock, Greg Hill, Beth Himes, Dale Lopp, Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon, Flemming Winberg. Abstain: Susan Camfferman, Judy Caton. Rule Change : Dale Lopp moved to approve. Seconded by Mike Deer. Motion Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon, Flemming Winberg. Abstain: Judy Caton. Rule Change : Nick Cornelissens moved to approve. Seconded by Andre DeBellefeuille. Cornelissens moved to amend to 3 shows and remove until September. Seconded by Rosanne Sternberg. Amendment Motion Rick Clark, Nick Cornelissens, Julia Cowan, Andre DeBellefeuille, Mike Deer, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Flemming Winberg. Abstain: Judy Caton. Against: Frank Costantini, Katarina Dorminy, George King, Guy Vernon. Rule Change : Rick Ramsey moved to approve. Seconded by Katarina Dorminy. Motion 6

7 Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Guy Vernon,. Against: Flemming Winberg. Rule Change : No action taken. Rule Change : Allen Mitchels moved to approve. Seconded by Dale Lopp. Motion All in favor. Rule Change : Guy Vernon moved to approve. Seconded by Beth Himes. Motion All in favor. Rule Change : Jennifer Hoyt moved to approve. Seconded by Woody Taylor. Motion All in favor. Rule Change : Beth Himes moved to approve. Seconded by Mike Deer. Motion passed For: Allen Mitchels, Mike Hancock, Greg Hill, Beth Himes, Dale Lopp, Susan Camfferman, Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Jennifer Hoyt, George King, Michael Martin, Dan McGregor, Rick Ramsey, Rosanne Sternberg, Woody Taylor, Flemming Winberg. Against: Guy Vernon Rule Change : Rick Ramsey moved to approve. Seconded by Jennifer Hoyt. Motion Executive Session 7:30 p.m. Adjourn for the day 7:31 p.m. Reconvene May 31, 2009 at 7:07 a.m. Present: President, Rick Weaver; Vice President, Allen Mitchels; Elected Officers, Mike Hancock, Greg Hill, Beth Himes, Dale Lopp; and Regional Directors Judy Caton (web), Susan Camfferman (web), Rick Clark, Nick Cornelissens, Julia Cowan, Frank Costantini, Andre DeBellefeuille, Mike Deer, Katarina Dorminy, Nancy Eppers, Helmut Gerstenberg, Terry Griffin (web), Jennifer Hoyt, George King, Tim Lynch, Michael Martin, Dan McGregor (web), Matt Mills (web), Rick Ramsey, Rosanne Sternberg, Woody Taylor, Wim Van Gemert (web), Guy Vernon, Judith Vetter (web), Robert Welle (web), Flemming Winberg (web). Not Present: Elected Officers, Kit Cosper, Mark Schols; and Regional Directors Renzo Canciani, Luis Cruz, Tom Foran, Anat Kirshner, Raul Leal Cavazos, Helmut Schulz, Josh Visser, Brett Walters. Staff: Executive Director, Dan Wall; Chief Financial Officer, John Foy; Chief Operations Officer, Dennis York; Executive Assistant, Katie Wagner; Sr. Director of Publications, Carol Trimmer; Director of Marketing and Communications, Todd Barden; Manager of 7

8 Marketing and Communications, Christa Morris; Website Designer & Internet Marketing Specialist, Haley Carmen; Manager of Youth & Outreach Programs, Brian Bendele; Supervisor Futurity/Derby Entries, Susie Trimmer; Supervisor Judges Program, Michelle Wrigley; Accounting Manager, Dillard Moore; Editorial Assistant, Katie Hendrickson; IT Support Tech, Lance Ahlson. Legal Counsel: Terry Wiens. Guests: Steve Simon and Rick Swan. CALL TO ORDER President Weaver called the meeting to order at 7:07 a.m. on May 31, 2009 and roll was called and a quorum was announced. REINING HORSE SPORTS FOUNDATION UPDATE The Reining Horse Sports Foundation President, Frank Costantini gave an update on the current activities of the Foundation. HEARING BODY APPROVAL President Weaver submitted a list of nominees for the NRHA Hearing Body: 3 Year Term ( ): Clark Bradley Flis Sassella Dori Schwartzenberger 2 Year Term ( ): Bill Bradley Jody Brainard Joe Hayes 1 Year Term (2009): Don Flohr Terry Thompson Mark Wagman Mike Hancock moved to approve the Hearing Body members. Seconded by Tim Lynch. Motion BUSINESS PLAN After further review, the Business Plan was again presented for approval. Frank Costantini moved to approve the NRHA Business Plan. Seconded by Dale Lopp. Motion 8

9 BYLAW PROPOSALS President Weaver directed that any comments made by members on the NRHA website regarding a proposed bylaw change needed to be accompanied by their name. All of the proposed bylaw changes were discussed. Bylaw #1: Mike Hancock moved to negotiate with the Events Management committee to change their proposal to allow the Board of Directors to set the definition of a full slate of classes via a Board Resolution as this definition could change over time. Seconded by Nick Cornelissens. Motion 16 in favor/ 11 opposed. Bylaw #2: After discussion, the Board decided to add the verbiage as follows: A general reference to those individuals or legal entities who have. Bylaw #4: Allen Mitchels moved to negotiate with the international committee to reconsider their bylaw proposal. Seconded by Beth Himes. Motion Bylaw #6: Frank Costantini moved to negotiate with the authors regarding the number of members required for Board representation. Seconded by Beth Himes. Motion Break 8:58 a.m. Reconvene 9:20 a.m. Bylaw #11: Rosanne Sternberg moved to negotiate with the International Committee to re-word this bylaw proposal. Seconded by Allen Mitchels. Motion Bylaw #10: Nick Cornelissens moved to appoint a task force to examine the entire structure of the NRHA including its Bylaws, Rules and programs and to propose a more efficient structure for the future of both US and International growth of reining worldwide. Seconded by Andre DeBellefeuille. Motion 14 in favor/ 12 opposed. Allen Mitchels moved to negotiate with the authors of Bylaw #10 to withdraw their proposal and support Bylaw proposal #7. Seconded by Nancy Eppers. Motion Bylaw #16: Mike Hancock moved to negotiate with the authors to withdraw their proposal. Seconded by Dale Lopp. Motion Break 10:38 a.m. Reconvene 11:06 a.m. FUTURITY/DERBY NOMINATION PROGRAM CONDITIONS Steve Simon presented possible division allocations and purse projections formulated by the Task Force. Discussion was held. Mike Hancock moved to ratify the action of the 2008 Board of Directors to divide the money from the program between the Futurity & Derby 70/30; and the Open & Non Pro 60/40; and between the 4 divisions 35/35/20/10. Seconded by Beth Himes. Motion 9

10 Break 12:08 p.m. Reconvene 12:55 p.m. EUROPEAN FUTURITY NOMINATION PROGRAM CONDITIONS Nick Cornelissens moved to approve. Seconded by Dale Lopp. Motion AFFILIATE AGREEMENT President Weaver noted the Affiliate Agreement was still being discussed at the committee level and informed the board a task force had been formed to finalize the agreement. Discussion was held. Dale Lopp moved for the Affiliate and International committees to work together to finalize an Affiliate Agreement by July 14, 2009 otherwise the assigned task force would complete the project. Seconded by Woody Taylor. Motion NRHA INTERNATIONAL BOARD REPRESENTATION TASK FORCE Several motions were made for someone to negotiate with various authors of bylaws, the following task force was recommended to do that: 4,6,9,10,11 Greg Hill - Chair, Rick Ramsey, Guy Vernon, Nick Cornelissens, Rosanne Sternberg, Andre DeBellefeuille, Helmut Gerstenberg. Mike Hancock moved to approve the above members of the NRHA International Board Representation Task Force. Seconded by Dale Lopp. Motion Rick Ramsey withdrew bylaw proposal number six (6) NRHA FUTURITY CONDITIONS Rick Ramsey moved to remove the Gelding Incentive Program from the 2010 Futurity Conditions in both Open and Non Pro. Seconded by Allen Mitchels. Motion defeated. Rick Ramsey moved to send the conditions back to the Events Management Committee to reexamine the Gelding Incentive Program. Seconded by Mike Hancock. Motion Guy Vernon moved to limit the number of horses per rider in the Open and Non Pro 2010 Futurity conditions to two horses. Seconded by Michael Martin. Motion defeated. 4 in favor/ 17 opposed NRHA DERBY CONDITIONS Tim Lynch reported that the Events Management committee was still working on the conditions. Therefore, this item was tabled until August. 10

11 2010 NRHA EUROPEAN FUTURITY CONDITIONS Beth Himes moved to approve the 2010 NRHA European Futurity Conditions, allow Dan Wall to negotiate three-year management and venue contracts with exclusivity for that term given the show conditions are approved annually by the Board. Seconded by Rick Ramsey. Motion 2009 NRHA AUSTRALIAN AFFILIATE CHAMPIONSHIP CONDITIONS Rick Ramsey moved to approve the 2009 Australian Affiliate Championship conditions. Seconded by Mike Hancock. Motion FINANCIAL STATEMENT OPERATING BUDGET John Foy presented the current financial overview for period ending April 30, In addition, Foy presented the NRHA operating budget for approval. Mike Hancock moved to approve the NRHA operating budget as presented in addition to a $70,000 Board designated commitment for World Equestrian Games support not included in the NRHA operating budget. Seconded by Tim Lynch. Motion AQHA ALLIANCE AGREEMENT Frank Costantini moved to approve the AQHA Alliance Agreement as recommended by the Executive Committee. Seconded by Rick Ramsey. Motion E-BALLOT CONTRACT Dan Wall requested the approval of the 2009 contract with E-Ballot. Wall noted the contract would include unlimited usage. Mike Hancock moved to approve the contract. Seconded by Dale Lopp. Motion Executive Session 2:19 p.m. Mike Deer moved to adjourn. Seconded by Guy Vernon. Respectfully submitted by: Katie Wagner, Executive Assistant. 11

National Reining Horse Association Minutes of the Board of Directors Meeting OK State Fairgrounds Oklahoma City, OK August 9-10, 2008

National Reining Horse Association Minutes of the Board of Directors Meeting OK State Fairgrounds Oklahoma City, OK August 9-10, 2008 Approved January 29, 2009 Present: President, Dr. Kim Sloan; President