New Mexico Hunter Jumper Association. Board of Directors Meeting Class A Year. October 4, 2016

Transcription

1 New Mexico Hunter Jumper Association Board of Directors Meeting Class A Year October 4, 2016 Call to Order: At 6:15 pm, on October 4, 2016, at Hayashi Japanese Steakhouse, 6321 San Mateo Blvd NE, Albuquerque, NM 87109, the regular monthly meeting of the NMHJA Board of Directors, was called to order by Lisa Hooper. Board Members Present: Tamara Evans, Lisa Godin, Lisa Hooper, Becky Newmon, Gina Shufelt, Frannie Twohig. Board Members Absent: Breyanna Lucero Member Guests Present: Jessica Northington, Sabrina Skinner Non-Member Guests Present: Jennifer Bradley Minutes: Minutes of the September 6, 2016 meeting were already reviewed and corrections were made via exchange. A motion to approve with corrections was made by Lisa Godin via on 9/7/16, seconded by Lisa Hooper via on 9/14/16, and ed approvals were received by Becky Newmon and Frannie Twohig on 9/15/16. Minutes were finalized on letterhead and sent to Board Members, and Sarah Coghlin for posting on the website for the membership. Reports from Officers: The President of the Association, Lisa Hooper Opening Remarks - Welcome Board Members and Guests Agenda Topics for the Board Follow-up on Hiring Contractors (General, Bookkeeping) and recruiting Treasurer Efforts to get these in place are continuing. Lisa Godin reviewed job descriptions for non-profit Board Treasurers and created a couple of descriptions which await input from Gina. The Board will review along with descriptions of the other positions and modify as necessary in conjunction with the upcoming necessary Bylaws revisions. Lisa G invited Jennifer Bradley to consider the position of Treasurer, and Jennifer is in attendance tonight. It was agreed that she will assist Gina for the remainder of Gina s term. There was discussion about amount of time required by the position, the possibility of sharing the duties of the position, what a transition period might look like. A separate bookkeeper will likely not be required. Signatory on Bank Account and Bank Card Lisa H and Becky got the signatories changed on the account(s) removing Elizabeth McLelland and adding Rebecca Newmon. Bounced Checks The replacement for the bounced membership check has still not been received but it may be due to the fact that the address to which notice was sent was incorrect. Gina will confirm address and try again. The person will not be allowed to show unless brought into good standing, including NSF fees, and will have to pay with cash or money order in the future due to repeated bounced checks. Pam ed that the person still in arrears has until October 11 th to replace the worthless check and if not done will be sanctioned by USEF. Becky confirmed that any points these members might have received at the show were removed pending the member(s) bringing their accounts current. Lisa H will continue to follow up with Gina and the member to try to secure payment including covering any NSF fees we were assessed. Treasurer Duties Treasurer Job Description will be reviewed by Rules & Bylaws committee for vote in November Bylaws Modifications Bylaws modifications as researched by Lisa Godin will be reviewed by Rules & Bylaws committee for vote in November. The Vice President of the Association, Becky Newmon Becky had nothing to report in her capacity as VP Page1

2 The Treasurer of the Association, Gina Shufelt The checking account balance statement is $34, and the savings account is $73, Uhaul was paid September, October, November and December for a total of $ Pam ordered ribbons for the October show from Hodges Badge Company for $ The Secretary of the Association, Lisa Godin Lisa G had a question about Corporation reporting requirements to NM Public Regulation Commission. Lisa H requested that Lisa G check on our corporate status and look into reporting requirements, etc. Reports from Standing Committees: The Points & Membership Committee Chair, Becky Newmon Becky stated that membership forms are slated to go out next month. The possibility of ing a link of the membership form for download to reduce the cost of mailing membership forms was discussed. We are still looking for support staff to perform some of the tasks currently handled by the Points and Membership Chair as well as other tasks throughout the year related to the banquet, the silent auction, etc. Depending on the time of year, it could require as many as hours/month. Sabrina Skinner expressed an interest in the position and Lisa Hooper requested she send the Board some information on herself for consideration. The Rules & By-laws Committee Chair, Lisa Hooper Bylaws committee member Lisa Godin researched how nominations are accepted and elections are conducted in other non-profit organizations, specifically in other state USHJA affiliates, to determine if any modifications to the bylaws are required. She recommended couple of different options for possible changes (see attached). After discussion it was decided the Bylaws committee with do a complete review of the Bylaws, including job descriptions, and a rules scrub, to present for a vote next month. The Awards Committee Chair, Tamara Evans Tamara reported on plans for prizes for year end, series, etc. o Series Champion Waffle sheets o Series Reserve Helmet bag o Champion Hunter/Jumper Sheets o Reserve Hunter/Jumper Bridle bag o Equitation Champion Equitation saddle pad and/or Vest? o Equitation Reserve Spurs w straps? We also have two coolers from Dan s Banquet invites will go out right after Thanksgiving Tamara will request Sarah post on website and Facebook that there will be no paying at the door, advance purchase only. The Member of the Association at-large, Frannie Twohig Frannie spoke with Jim at FoxCreek about sheets for awards and provided Tamara with his contact information. As soon as we know what quantities we need in what sizes Tamara will contact Jim with specifics about what we want. Frannie also gave an update on Silent Auction donations received (Fox Creek halter and nameplate, Frame N Art frame for photo already received, etc) and being sought (Leather 42, Halo Horses, others). The Junior Member Representative, Breyanna Lucero Breyanna reported via that she completed her action items from last month: requested updating of board member list on website. Remove Candace and Hannah, add Breyanna. Also, asked Sarah that the ranges for the various sponsorship levels as listed in the Sponsorship Letter and the Sponsorship Pledge Form on the website, be added directly to the Our Sponsors page, and to confirm that the Sponsors are accurately listed the same in all designated places: on the website, in the newsletters, in the banquet program, in any signage. Page2

3 Website & Newsletter Update Lisa Godin sent a notice to Sarah about Rylee Shufelt s and Frannie Twohig s recent success at the Maclay Medal Region 6 Finals in Colorado qualifying them for for National Maclay Medal Finals in Kentucky in November. Gina will update with Sarah to include Rylee s additional qualifying for Taylor Harris and Pessoa. Unfinished Business: Website updates regarding Board Members and Donors not yet completed. New Business: Jessica Northington would like to be considered for a Board position on the next ballot Sabrina Skinner is interested in volunteering for the Administrative Assistant position we are seeking to create and fill. Action Items: Previous Incomplete Action Items: Recognize Candace, Jo, and Gina at Banquet Current Action Items: Bylaws committee to meet to scrub rules, update job descriptions, and compile recommendations of other updates to Bylaws Gina to Treasurer Report to Lisa G Gina to confirm address of member who bounced check and resend notice if incorrect address was previously used Gina to meet with Jennifer Bradley for assistance with Treasurer duties/transition plan. Tamara to contact Jim at Fox Creek for prizes Becky will talk with Sarah about transitioning work to Sabrina. Lisa G will contact the Secretary of State office to assess status of Corporation and reporting requirements. Lisa G will follow up on Breyanna s request to update board member list on website. Remove Candace and Hannah, add Breyanna Lisa G will follow up on Breyanna s request to Sarah that the ranges for the various sponsorship levels as listed in the Sponsorship Letter and the Sponsorship Pledge Form on the website, be added directly to the Our Sponsors page. Also, to be sure that the Sponsors are accurately listed the same in all designated places: on the website, in the newsletters, in the banquet program, in any signage. Lisa G will follow up with Sarah on Frannie s request that silent auction/banquet donors be added to list of sponsors. Adjournment: Tamara moved to adjourn the meeting; Becky seconds the motion. The meeting adjourned at 7:50 pm. The next NMHJA Board meeting is scheduled to be held at 6:00 pm on Tuesday, November 1, 2016 at Hayashi Japanese Steakhouse 6321 San Mateo Blvd, NE in Albuquerque, New Mexico. Attachments: 1. Guest sign in sheet 2. Board Treasurer Duties DRAFT for review/discussion 3. Bylaws Modifications DRAFT for review/discussion Minutes respectfully prepared and submitted by Lisa Godin Page3

4 NMHJA Board of Directors Lisa Z. Hooper, President 1316 Camino Ecuestre NW Albuquerque, NM (505) Becky Newmon, Vice President, Points & Membership Committee Chair 647 Calle De Blas Corrales, NM (505) Lisa Godin, Secretary 8998 Rio Grande Blvd, NW Los Ranchos, NM (505) Gina Shufelt, Treasurer 5809 Jefferson Street NE Albuquerque, NM (505) Tamara Evans, Awards Committee Chair 5228 Ridge Rock NW Albuquerque, NM (505) Breyanna Lucero (505) Frannie Twohig, Member of the Association at-large (505) NMHJA Support Staff Sarah Coghlin, Website & Newsletter Editor 5 Lower Bend Road Acheville, NC (505) sscoghlin@gmail.com Page4

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6 Board Treasurer Job Description Attend all board meetings Maintain knowledge of the organization and personal commitment to its goals and objectives Understand financial accounting for nonprofit organizations Maintain bank account(s) Selecting a bank, signing checks, and investing excess funds wisely Oversee all financial transactions Being knowledgeable about who has access to the organization s funds, and any outstanding bills or debts owed, as well as developing systems for keeping cash flow manageable Serve as the chair of the finance committee (if applicable) - Overseeing the development and observation of the organization s financial policies Manage the board's review of and action related to the board's financial responsibilities Work with the chief executive to ensure that appropriate financial reports are made available to the board on a timely basis, keeping the board regularly informed of key financial events, trends, concerns, and assessment of fiscal health Develop the annual budget, Comparing the actual revenues and expenses incurred against the budget, and Present the annual budget to the board for approval Review the annual audit and answer board members' questions about the audit OR Board Treasurer Job Description The Treasurer of this corporation shall keep and maintain, or cause to be kept and maintained, full and accurate books and records of accounts of this corporation s properties and transactions, including accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital and other matters customarily including in financial statements. The Treasurer shall send, or cause to be sent, to the Directors of this corporation such financial statements and reports as are required to be sent by law, by these Bylaws or by the Board. The Treasurer shall: (a) deposit, or cause to be deposited, this corporation s funds and other valuables in the name and to the credit of this corporation with such depositaries as may be designated by the Board; (b) disburse, or cause to be disbursed, the funds of this corporation as may be ordered by the Board, taking proper vouchers for such disbursements; (c) participate in the development of the annual budget and in the monitoring of actual financial performance in relation to the budget; (d) render, or cause to be rendered, to the President, the Chair of the Board, and the Board, whenever requested, an account of all transactions entered into as Treasurer and of the financial condition of this corporation; (e) oversee the development and observation of the corporation s financial policies; (f) serve as chair of the Finance Committee (if applicable); (g) have such other powers and perform such other duties as may be prescribed to him or her by the Board. Page6

7 NMHJA Bylaws Proposed Revisions 2016 Current Wording: SECTION 8. NUMBER, COMPOSITION, AND ELECTION OF BOARD OF DIRECTORS The Corporation may have ten (10) Directors (each a Director and collectively, the Directors ). The Members will nominate and elect all Directors. All nominees shall be NMHJA members in good standing. Individuals nominated for an Officer position shall have served the Board a minimum of two years as a Director prior to the election. All individuals nominated for a Director position shall be approved by the Board prior to the election. A Director nominated for another term or for another Director position shall be recused from voting for their nomination. The Directors shall include the following individuals, who shall be voting Directors: (a) The President of the Association, Officer; (b) The Vice President of the Association, Officer; (c) The Secretary of the Association, Officer; (d) The Treasurer of the Association, Officer; (e) The Points/Membership Committee Chair; (f) The Awards Committee Chair; (g) The Publicity/Incentives Committee Chair; (h) The Rules and Bylaws Committee Chair; (i) A Member of the Association at-large; (j) The Junior Member Representative. ARTICLE IV. OFFICERS SECTION 1. NUMBER OF OFFICERS The Officers of the Association shall be a Chairman of the Board, a President, a Vice President, a Secretary, and a Treasurer (individually an Officer and collectively, the Officers ). No one person may hold two (2) of the aforesaid offices, with the exception of the President who also serves as Chair of the Board. SECTION 2. REMOVAL OF OFFICERS An Officer may be removed only in accordance with Article III, Section 11 of these Bylaws. SECTION 3. CHAIRMAN OF THE BOARD The Chairman of the Board shall be elected from among the Directors; provided, however, that in all cases, the Chairman of the Board shall be the President. The Chairman of the Board shall preside at all meetings of the Board and of the Members and shall have such other powers and duties as may be assigned to him/her from time to time by the Board or as prescribed by these Bylaws. SECTION 4. PRESIDENT The President shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The President shall have general supervision over the affairs and property of the Association and over its several Officers, and shall generally do and perform all acts incident to the office of the President, and shall have such additional powers and duties as may from time to time be assigned to him by the Board. When authorized by the Board, the President may sign and execute, in the name of the Association, deeds, mortgages, promissory notes, security agreements, pledge agreements, financing statements, bonds, contracts or other instruments authorized by the Board, except in cases where the signing and execution thereof shall be expressly delegated by the Board or by these Bylaws to some other Officer or agent of the Association. SECTION 5. VICE PRESIDENT The Vice President shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The Vice President shall report to the President and shall have general supervision over the operations of the Association and over its several Officers, and shall generally do and perform all acts incident to the office of Vice President, and shall have such additional powers and duties as may from time to time be assigned to him by the Board. The Vice President shall, in the temporary absence of the President, exercise the duties of the President. Additionally, the Vice President shall obtain Association approval of horse shows to benefit the Members. When authorized by the Board, the Vice President may sign and execute, in the name of the Page7

8 Association, deeds, mortgages, promissory notes, security agreements, pledge agreements, financing statements, bonds, contracts or other instruments authorized by the Board, except in cases where the signing and execution thereof shall be expressly delegated by the Board, or by these Bylaws to some other Officer or agent of the Association. SECTION 6. THE TREASURER The Treasurer shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The Treasurer shall report to the President and shall have charge and custody of, and be responsible for, all the funds of the Association and shall keep or cause to be kept and shall be responsible for the keeping of accurate records of the assets, liabilities and transactions of the Association. He/she shall deposit all moneys and other valuable effects of the Association in the name of and to the credit of the Association in accordance with accounting procedures approved by the Board in such banks, trust companies, or other depositories as may be approved by the Board. He/she shall disburse the funds of the Association based upon proper vouchers for such disbursements. In general, he/she shall perform all the duties incident to the office of Treasurer and such other du- ties as may from time to time be assigned to him/her by the Board. SECTION 7. SECRETARY The Secretary shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The Secretary shall report to the President and act as Secretary of, and keep the Minutes of all meetings of the Board and of the Members in one or more books provided for that purpose and whenever required by the President, shall perform like duties for any Committee, provided that in the absence of the Secretary, the Members or a majority of the Directors present at any meeting thereof may designate any person to act as Secretary for such meeting. The Secretary shall see that all notices are duly given in accordance with these Bylaws and as required by law. He/She shall have charge of the books, records and papers of the Association relating to its organization as a Corporation, and shall see that all reports, statements and other documents required by law are properly kept or filed, except to the extent that the same are to be kept or filed by the Treasurer. In general, he/she shall perform all the duties incident to the office of Secretary and such other duties as may from time to time be assigned to him/her by the Board and by the President. Page8

9 Proposed Wording: OPTION 1 SECTION 8. NUMBER, COMPOSITION, AND ELECTION OF BOARD OF DIRECTORS The Corporation will have a minimum of seven (7) and a maximum of ten (10) Directors (each a Director and collectively, the Directors ). The Members will nominate and elect all Directors. All nominees shall be NMHJA members in good standing. Individuals nominated for President shall have served the Board a minimum of two years as a Director prior to the election. All individuals nominated for a Director position shall be approved by the Board prior to the election. A Director nominated for another term or for another Director position shall be recused from voting for their nomination. Two or more non-officer positions, or an Officer position and another non-officer position or positions, may be held by the same person. The Directors may include the following individuals, who shall be voting Directors: (a) The President of the Association, Officer; (b) The Vice President of the Association, Officer; (c) The Secretary of the Association, Officer; (d) The Treasurer of the Association, Officer; (e) The Points/Membership Committee Chair; (f) The Awards Committee Chair; (g) The Publicity/Incentives Committee Chair; (Delete?) (h) The Rules and Bylaws Committee Chair; (Delete?) (i) A Member of the Association at-large; (j) The Junior Member Representative. ARTICLE IV. OFFICERS SECTION 1. NUMBER OF OFFICERS The Officers of the Association shall be a Chairman of the Board, a President, a Vice President, a Secretary, and a Treasurer (individually an Officer and collectively, the Officers ). No one person may hold two (2) of the aforesaid offices, with the exception of the President who also serves as Chair of the Board. SECTION 2. REMOVAL OF OFFICERS An Officer may be removed only in accordance with Article III, Section 11 of these Bylaws. SECTION 3. CHAIRMAN OF THE BOARD The Chairman of the Board shall be elected from among the Directors; provided, however, that in all cases, the Chairman of the Board shall be the President. The Chairman of the Board shall preside at all meetings of the Board and of the Members and shall have such other powers and duties as may be assigned to him/her from time to time by the Board or as prescribed by these Bylaws. SECTION 4. PRESIDENT The President shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The President shall have general supervision over the affairs and property of the Association and over its several Officers, and shall generally do and perform all acts incident to the office of the President, and shall have such additional powers and duties as may from time to time be assigned to him by the Board. When authorized by the Board, the President may sign and execute, in the name of the Association, deeds, mortgages, promissory notes, security agreements, pledge agreements, financing statements, bonds, contracts or other instruments authorized by the Board, except in cases where the signing and execution thereof shall be expressly delegated by the Board or by these Bylaws to some other Officer or agent of the Association. SECTION 5. VICE PRESIDENT The Vice President shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The Vice President shall report to the President and shall have general supervision over the operations of the Association and over its several Officers, and shall generally do and perform all acts incident Page9

10 to the office of Vice President, and shall have such additional powers and duties as may from time to time be assigned to him by the Board. The Vice President shall, in the temporary absence of the President, exercise the duties of the President. Additionally, the Vice President shall obtain Association approval of horse shows to benefit the Members. When authorized by the Board, the Vice President may sign and execute, in the name of the Association, deeds, mortgages, promissory notes, security agreements, pledge agreements, financing statements, bonds, contracts or other instruments authorized by the Board, except in cases where the signing and execution thereof shall be expressly delegated by the Board, or by these Bylaws to some other Officer or agent of the Association. SECTION 6. THE TREASURER The Treasurer shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The Treasurer shall report to the President and shall have charge and custody of, and be responsible for, all the funds of the Association and shall keep or cause to be kept and shall be responsible for the keeping of accurate records of the assets, liabilities and transactions of the Association. He/she shall deposit all moneys and other valuable effects of the Association in the name of and to the credit of the Association in accordance with accounting procedures approved by the Board in such banks, trust companies, or other depositories as may be approved by the Board. He/she shall disburse the funds of the Association based upon proper vouchers for such disbursements. In general, he/she shall perform all the duties incident to the office of Treasurer and such other du- ties as may from time to time be assigned to him/her by the Board. SECTION 7. SECRETARY The Secretary shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. The Secretary shall report to the President and act as Secretary of, and keep the Minutes of all meetings of the Board and of the Members in one or more books provided for that purpose and whenever required by the President, shall perform like duties for any Committee, provided that in the absence of the Secretary, the Members or a majority of the Directors present at any meeting thereof may designate any person to act as Secretary for such meeting. The Secretary shall see that all notices are duly given in accordance with these Bylaws and as required by law. He/She shall have charge of the books, records and papers of the Association relating to its organization as a Corporation, and shall see that all reports, statements and other documents required by law are properly kept or filed, except to the extent that the same are to be kept or filed by the Treasurer. In general, he/she shall perform all the duties incident to the office of Secretary and such other duties as may from time to time be assigned to him/her by the Board and by the President. Page10

11 Proposed Wording: OPTION 2 SECTION 8. NUMBER, COMPOSITION, AND ELECTION OF BOARD OF DIRECTORS The Corporation will have a minimum of seven (7) and a maximum of ten (10) Directors (each a Director and collectively, the Directors ). The Members will nominate and elect all Directors. All nominees shall be NMHJA members in good standing. All individuals nominated for a Director position shall be approved by the Board prior to the election. A Director nominated for another term, or for another Director position, shall be recused from voting for their nomination. Two or more non-officer positions, or an Officer position and another non-officer position or positions, may be held by the same person. The Directors may include the following individuals, who shall be voting Directors: (a) The President of the Association, Officer; (b) The Vice President of the Association, Officer; (c) The Secretary of the Association, Officer; (d) The Treasurer of the Association, Officer; (e) The Points/Membership Committee Chair; (f) The Awards Committee Chair; (g) The Publicity/Incentives Committee Chair; (Delete?) (h) The Rules and Bylaws Committee Chair; (Delete?) (i) A Member of the Association at-large; (j) The Junior Member Representative. ARTICLE IV. OFFICERS SECTION 1. NUMBER AND ELECTION OF OFFICERS The Officers of the Association shall be a Chairman of the Board, a President, a Vice President, a Secretary, and a Treasurer (individually an Officer and collectively, the Officers ). No one person may hold two (2) of the aforesaid offices, with the exception of the President who also serves as Chair of the Board. The Officers will be elected by the Board of Directors, from their membership, at the Board of Director s Meeting immediately following the Annual Meeting in which Directors are elected. To be considered for the office of President a Director must have served on the Board for a minimum of two years prior to election. SECTION 2. REMOVAL OF OFFICERS An Officer may be removed only in accordance with Article III, Section 11 of these Bylaws. SECTION 3. CHAIRMAN OF THE BOARD The Chairman of the Board shall be elected from among the Directors; provided, however, that in all cases, the Chairman of the Board shall be the President. The Chairman of the Board shall preside at all meetings of the Board and of the Members and shall have such other powers and duties as may be assigned to him/her from time to time by the Board or as prescribed by these Bylaws. SECTION 4. PRESIDENT The President shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. OR The President will be elected by the Board of Directors, from their membership, at the Board of Director s Meeting immediately following the Annual Meeting in which Directors are elected. To be considered for the office of President a Director must have served on the Board for a minimum of two years prior to election. The President shall have general supervision over the affairs and property of the Association and over its several Officers, and shall generally do and perform all acts incident to the office of the President, and shall have such additional powers and duties as may from time to time be assigned to him by the Board. When authorized by the Board, the President may sign and execute, in the name of the Association, deeds, mortgages, promissory notes, security agreements, pledge agreements, financing statements, bonds, contracts or other Page11

12 instruments authorized by the Board, except in cases where the signing and execution thereof shall be expressly delegated by the Board or by these Bylaws to some other Officer or agent of the Association. SECTION 5. VICE PRESIDENT The Vice President shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. OR The Vice President will be elected by the Board of Directors, from their membership, at the Board of Director s Meeting immediately following the Annual Meeting in which Directors are elected. The Vice President shall report to the President and shall have general supervision over the operations of the Association and over its several Officers, and shall generally do and perform all acts incident to the office of Vice President, and shall have such additional powers and duties as may from time to time be assigned to him by the Board. The Vice President shall, in the temporary absence of the President, exercise the duties of the President. Additionally, the Vice President shall obtain Association approval of horse shows to benefit the Members. When authorized by the Board, the Vice President may sign and execute, in the name of the Association, deeds, mortgages, promissory notes, security agreements, pledge agreements, financing statements, bonds, contracts or other instruments authorized by the Board, except in cases where the signing and execution thereof shall be expressly delegated by the Board, or by these Bylaws to some other Officer or agent of the Association. SECTION 6. THE TREASURER The Treasurer shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. OR The Treasurer will be elected by the Board of Directors, from their membership, at the Board of Director s Meeting immediately following the Annual Meeting in which Directors are elected. The Treasurer shall report to the President and shall have charge and custody of, and be responsible for, all the funds of the Association and shall keep or cause to be kept and shall be responsible for the keeping of accurate records of the assets, liabilities and transactions of the Association. He/she shall deposit all moneys and other valuable effects of the Association in the name of and to the credit of the Association in accordance with accounting procedures approved by the Board in such banks, trust companies, or other depositories as may be approved by the Board. He/she shall disburse the funds of the Association based upon proper vouchers for such disbursements. In general, he/she shall perform all the duties incident to the office of Treasurer and such other du- ties as may from time to time be assigned to him/her by the Board. SECTION 7. SECRETARY The Secretary shall be elected by the Members as a part of the election of Directors as set forth in Article II and III of these Bylaws. OR The Secretary will be elected by the Board of Directors, from their membership, at the Board of Director s Meeting immediately following the Annual Meeting in which Directors are elected. The Secretary shall report to the President and act as Secretary of, and keep the Minutes of all meetings of the Board and of the Members in one or more books provided for that purpose and whenever required by the President, shall perform like duties for any Committee, provided that in the absence of the Secretary, the Members or a majority of the Directors present at any meeting thereof may designate any person to act as Secretary for such meeting. The Secretary shall see that all notices are duly given in accordance with these Bylaws and as required by law. He/She shall have charge of the books, records and papers of the Association relating to its organization as a Corporation, and shall see that all reports, statements and other documents required by law are properly kept or filed, except to the extent that the same are to be kept or filed by the Treasurer. In general, he/she shall perform all the duties incident to the office of Secretary and such other duties as may from time to time be assigned to him/her by the Board and by the President. Page12

13 How Others Are Doing It CHAPTER III - USHJA OFFICERS Article Officers and Election of Officers Section 1. Elected Officer Designations & Eligibility. All individuals seeking to serve as Officers must be Senior Active members of USHJA, and are subject to review by the Nominating Committee. a. National Officers. The President, Vice President, Secretary and Treasurer shall also be known and referred to herein as the National Officers. b. Discipline Officers. The Chairman of the Jumper Working Group shall be the Discipline Vice President- Jumper and referred to herein as a Discipline Officer of USHJA. The Chairman of the Hunter Working Group shall be the Discipline Vice President-Hunter and referred to herein as a Discipline Officer of USHJA. Section 2. National Officer Nominations. Those individuals willing to serve as National Officers shall be proposed by the General Membership, Board of Directors and/or Nominating Committee, and nominated according to Chapter VII. Board of Directors approved procedures for nominations shall be available to the membership sixty (60) days prior to elections at Section 3. Election of National Officers. The National Officers (President, Vice President, Secretary and Treasurer) shall be elected by the Board of Directors from nominations provided by the Nominating Committee and any floor nominations by members of the Board of Directors. Colorado HJA ARTICLE III. MEMBERSHIP SECTION 2. MEMBERSHIP QUALIFICATIONS A member in good standing (hereafter referred to as member) shall be identified as: A. A person who is not indebted to CHJA and/or CHJA approved horse show. B. A person who is not in violation of CHJA Rules and Specifications. C. A person who is not under suspension by USEF. D. A person who has not perpetrated a fraud in the name of CHJA or against CHJA. ARTICLE VI. BOARD OF DIRECTORS SECTION 2. ELECTION AND TERM The Board of Directors shall consist of fifteen persons elected to that post by the general membership. Each Board member must be a CHJA member for the length of his or her term. The term of each Board member shall be two years. In order to provide for a carryover of experienced Board members, eight Board members shall be elected in odd numbered years and seven Board members shall be elected in even numbered years, or a sufficient number to fill Board vacancies. ARTICLE VII. OFFICERS SECTION 1. GENERAL The officers of CHJA shall be President, Vice-President, Secretary and Treasurer. Officers shall be elected by the Board of Directors from among the Board Members at the first regular Board meeting after the adjournment of the annual meeting. Voting shall be by secret ballot. Oregon HJA ARTICLE VIII ELECTIONS Page13

14 A. There will be a nine (9) or eleven (11) senior member and up to three (3) junior member Board of Directors. These members will be elected by the membership. Every year, up to four (4) Board members and up to three (3) junior members will be elected. B. The board will appoint the Nominating Committee for the new board members. It will consist of three (3) members, one (1) of whom must be an outgoing board member and two (2) members from the ranks of the general membership. Nominees must be presented to the general membership via electronic and/or online ballot. At least thirty (30) days prior to the deadline for submitting completed ballots, said nominees must be presented to the members via (a) to each member s last recorded address, and/or (b) the official OHJA website. Members wishing to be on the ballot must submit their names and a biography to the Secretary for inclusion. Votes for board members may be cast via mail or electronically, as the Board deems appropriate. C. The Board will elect its officers: President, Vice-President, Secretary, and Treasurer. All officers must be selected from current Board members. The President may not be selected from Board members serving their first year. The Board may appoint committees as necessary. Iowa Nebraska HJA Article V 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. 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. Page14

15 Constitution of Oklahoma HJA Article VI Page15

16 What the Law in NM Says About Any of It NM Secretary of State, Chapter 53 Corporations, Corporation Statutes ARTICLE 8 Nonprofit Corporations (Recognition of authority of the Board to change the bylaws) Bylaws. A. The initial bylaws of a corporation shall be adopted by its board of directors. The power to alter, amend or repeal the bylaws or adopt new bylaws shall be vested in the board of directors unless otherwise provided in the articles of incorporation or the bylaws. The bylaws may contain any provisions for the regulation and management of the affairs of a corporation not inconsistent with law or the articles of incorporation. B. The initial bylaws and any subsequent bylaws whether by amendment, repeal or new adoption shall be executed by two authorized officers of the corporation. The bylaws in effect for the corporation shall be maintained at the corporation's principal office in New Mexico and shall be subject to inspection and copying by the public. If the most recently adopted bylaws are so maintained, they shall not be void, notwithstanding any requirements of prior law. The corporation may charge a reasonable fee for copying its bylaws, not to exceed one dollar ($1.00) per page. (Rule regarding filling of vacancy) Vacancy. A. Any vacancy occurring in the board of directors and any directorship to be filled by reason of an increase in the number of directors may be filled by the affirmative vote of a majority of the remaining directors, though less than a quorum of the board of directors, unless the articles of incorporation or the bylaws provide that a vacancy or directorship so created shall be filled in some other manner, in which case such provision shall control. B. A director elected or appointed to fill a vacancy shall be elected or appointed for the unexpired term of his predecessor in office. C. Any directorship to be filled by reason of an increase in the number of directors may be filled by the board of directors for a term of office continuing only until the next election of directors. (The holding of two or more offices by the same person. Also, interestingly, in some scenarios the Members elect Directors - through whichever nominating procedure is in place - then the Board elects or appoints the officers from those Directors) Officers. A. Every corporation organized under the Nonprofit Corporation Act [Chapter 53, Article 8 NMSA 1978] shall have officers, with titles and duties as shall be stated in the bylaws or in a resolution of the board of directors which is not inconsistent with the bylaws, and as many officers as may be necessary to enable the corporation to sign instruments required under the Nonprofit Corporation Act. One of the officers shall have the duty to record the proceedings of the meetings of the members and directors in a book to be kept for that purpose. In the absence of any provision, all officers shall be elected or appointed annually by the board of directors. If the bylaws so provide, any two or more offices may be held by the same person. B. The articles of incorporation or the bylaws may provide that any one or more officers of the corporation shall be ex officio members of the board of directors. C. The officers of a corporation may be designated by such additional titles as may be provided in the articles of incorporation or the bylaws. Page16