Petite Equine Assoc.,Inc.
PEA Constitution and Bylaws Revised March 14, 2004 Constitution and Bylaws Of the Petite Equine Association (Assn.), Inc. CONSTITUTION Article I – Name and Objectives Section 1. The name of the Club shall be the Petite Equine Association (Assn.), Incorporated. Section 2. Corporation known as The Petite Equine Association (Assn.), Inc. is organized exclusively for educational purposes, within the meaning of section 501(c)(3) of the Internal Revenue Code or corresponding section. Section 3. The objectives of the Club shall be: a) To participate and work with local, state, city and county and private, and public organizations in the rescue of abandoned, sick and abused petite equine. Animals will be taken into our rescue program whereby the animals will be sheltered, restored to health, given necessary veterinarian treatment, brought current on all vaccinations and eventually re-home to qualified adoptive new homes. b) To provide education to prevent cruelty and abuse of miniature equine, rescue miniature equine from such situations, geld them and restore them to health (if need be), then re-home them with qualified new owners, in conjunction with other rescue networks throughout the greater Sacramento area; c) To educate potential new owners of miniature equine regarding specific care requirements before animals are placed in homes; d) To make every effort to protect and advance the interest of the miniature/petite equine through public education; e) To conduct activities that will perpetuate the rescue of miniature equine and to raise funds through a variety of events for such purposes. Section 4. Activities: No substantial part of the activities of the Petite Equine Association (Assn.), Inc. shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the Petite Equine Association (Assn.), Inc. shall not participate, or intervene in (including the publishing or distribution of statements) any political campaign on behalf of or in opposition to any candidate for public office. Section 5. Notwithstanding any other provisions of these articles, the Petite Equine Association (Assn.), Inc. shall not carry on any other activities not permitted to be carried on by a corporation exempt form Federal Income tax under Section of 501(c)(3) of the Internal Revenue Code (or corresponding section of any future Federal tax code). a) No part of the net earning of the Petite Equine Association (Assn.), Inc. shall inure to the benefit of, or be distributable to its members, trustees, directors, officers or other private persons, except that the Petite Equine Association (Assn.), Inc. shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of 501(c)(3) of the Internal Revenue Code purposes. PEA Constitution and Bylaws Revised March 14, 2004 Section 6. Fund raising activities to perpetuate rescue will include but is not limited to: • Workshops: designed to instruct and teach members and the public about the uses, care, feeding, health issues and ownership of miniature equine. • Schooling Shows: designed to instruct and teach acceptable ways of exhibiting miniature equine. • Donations: fees accepted for the purpose of restoring to health and the rescue of miniature equine. • Pet Expos: events open to and designed to educate the public about miniature equine, care, management and adoption of rescue animals. Section 7. By Laws revision may be adopted by the membership of the club from time to time and revised as may be required to carry out these objectives. Section 8. Affiliations: This club is independent and is not affiliated with AMHA (American Miniature Horse Association), AMHR (American Miniature Horse Registry), or any other organization except for rescue groups names in Article I Section 3 a) of our Constitution. This club will make rescue services for petite equine in need available to AMHA & AMHR or any other equine organization which have petite equine in need within the greater Sacramento area. BYLAWS Article I – Membership Section 1. Eligibility. Membership is open to all persons eighteen years of age and older who are in good standing with the AMHA, AMHR, and any other nationally recognized miniature equine association and who subscribe to the purposes of this Club. Section 2. Miniature Standard: Miniature equine is defined as being a miniature horse, donkey, burro, mule registered and/or unregistered, 39”(inches) measured at the withers and under, all colors are acceptable. (Membership applicants with over standard miniature equine may be approved for membership with exceptions made at the discretion of the Board of Directors). Section 3. Dues & Initiation Fee. There shall be an initiation fee of $5.00 for each individual. The members at the Annual Meeting shall determine the initiation fee and membership dues. Where there is more than one member in the same immediate family, the annual dues for each additional family member will be reduced by one half. Such added family members will be entitled to the same membership privileges. All prospective applicants in the same immediate family, living at the same mailing address, shall pay the initiation fee and go through the regular sponsorship and approval process as described in Section 3 of this Article. During the month of June a statement of a member’s dues for the ensuing year, will be mailed. Payment for dues are payable on or before July first. If a member has not paid his dues by July first, he forfeits all rights and privileges of membership (including the right to vote, nominate and petition). An additional grace period of thirty (30) days or longer as determined by the Board of Directors, beyond July first to renew a membership will be allowed, without having to go through the formality of applying for membership as described in Section 3 of this Article. Section 3a. Election to Membership. Each applicant for membership shall apply on a form as approved by the Board of Directors and which shall provide that the applicant agrees to abide by the Constitution and Bylaws, the PEA, Inc. Code of Ethics, and the Rules of the AMHA & AMHR. The applicant shall state the name, address, and occupation of the applicant and it shall carry the endorsement of two members. Accompanying the application, the prospective member shall submit dues payment for the current year, plus an initiation fee of five dollars ($5) per individual. All applications are to be filed with the Membership Chair and each application is to be read at the first meeting of the club following its receipt. The names will appear in the next official Club newsletter publication. Protests to new Members must be postmarked by the 30th day of the month following the new member publication and sent to the Club Secretary. If no protest is filed within thirty-days (30), the applicant will automatically be granted membership. PEA Constitution and Bylaws Revised March 14, 2004 Any member in good standing, or the Board of Directors, may protest the acceptance of a prospective Regular Member by setting forth the reasons to the Secretary in written communication, accompanied by a $50 filing fee, which is refundable if the charges are upheld. The Secretary must receive the filing fee within the allotted thirty-days (30). Such protests will be referred to a committee appointed by the Board of Directors. Upon completion of an inquiry, and after consideration of the facts developed, the committee will report its findings to the Board who will act upon the application. Two-thirds (2/3) of the Directors present at a meeting of the Board, shall be required to elect an applicant who has been protested. An application, which has received a negative vote by the Board, may be presented by one of the applicant’s endorsers at the next Annual Meeting of the Club and the Club may select such applicant by a favorable vote of 75% of the members present. Applicants for membership who have been rejected by the club may not reapply within six months after such rejection. Section 4. Termination of Membership. Memberships may be terminated: a) By resignation. Any member in good standing may resign from the club upon written notice to the Secretary, but no member may resign when in debt to the Club. Obligations other than dues are considered a debt to the club and must be paid in full prior to resignation. b) By lapsing. A membership will be considered as lapsed and automatically terminated if such member’s dues remain unpaid after August first. However, the Board of Directors may grant an additional 30-day grace period to such delinquent members in meritorious cases. In no case may a person be entitled to vote at any club meeting whose dues are unpaid as of the date of that meeting. c) By expulsion. A membership may be terminated by expulsion as provided in Article VI of these Bylaws. Article II – Meetings and Voting Section 1. Annual Club Meetings. Meetings of the club shall be held on or between the first weekend in January and the last weekend in March within the greater Sacramento area at such hour and place as may be designated by the Board of Directors. Written notice of each such meeting shall be mailed by the Secretary 30 days prior to the date of the meeting. The quorum for such meetings shall be 10 percent of the members in good standing. Section 2. Special Club Meetings. Special Club meetings may be called by the President, or by a majority vote of the members of the Board who are present and voting at any regular or special meeting of the board; and shall be called by the Secretary upon receipt of a petition signed by five members of the Club who are in good standing. Such special meetings shall be held within the greater Sacramento area at such place, date and hour as may be designated by the person or persons authorized herein to call such meetings. Written notice of such a meeting shall be mailed by the Secretary at least five days and not more than 15 days prior to the date of the meeting, and said notice shall state the purpose of the meeting, and no other Club business may be transacted. The quorum for such a meeting shall be 10 percent of the members in good standing. Section 3. Board Meetings. Meeting of the Board of Directors shall be held generally each month in the greater Sacramento area at such hour and place as may be designated by the Board. Written notice of each such meeting shall appear in the newsletter or posted on email by the President at least five days prior to the date of the meeting. The quorum for such a meeting shall be a majority of the Board. Section 4. Special Board Meetings. Special meetings of the Board may be called by the President; and shall be called by the Secretary upon receipt of a written request signed by at least three members of the Board. Such special meetings shall be held in the greater Sacramento area at such place, date and hour as may be designated by the person authorized herein to call such meeting. Written, the Secretary shall mail notice of such meeting at least five days and not more than 10 days prior to the date of the meeting and no other business shall be transacted. The quorum for such a meeting shall be a majority of the Board. Section 5. Voting. Each member in good standing whose dues are paid for the current year shall be entitled to one vote at any meeting of the club at which he is present. Proxy voting will not be permitted at any club meeting or election. PEA Constitution and Bylaws Revised March 14, 2004 Article III – Directors and Officers Section 1. Board of Directors. The general management of the Club’s affairs shall be entrusted to the Board of Directors. The Board shall be comprised of officers and five other persons, all of who shall be members in good standing who reside in the United States, and all of whom shall be elected for two-year terms at the Club’s annual meeting as provided in Article IV and shall serve until their successors are elected. Two members residing under one roof may not serve at the same time on the Board of Directors. Section 2. Officers. The Club’s officers, consist of the President, Vice President, Secretary and Treasurer, shall serve their respective capacities both with regard to the Club and its meeting and the Board and its meetings. a) The President shall preside at all meetings of the club and of the Board, and shall have the duties and powers normally appurtenant to the office of President in addition to those particularly specified in these bylaws. b) The Vice President shall have the duties and exercise the powers of the President in case of the President’s death, absence or incapacity. c) The Secretary shall keep a record of all meetings of the club and of the Board and of all matters of which a record shall be ordered by the club; have charge of the correspondence, notify members of meetings, notify new members of their elections to membership, notify officers and Directors of their election to office, keep a roll of the members of the club with their addresses and carry out such other duties as are prescribed in these bylaws. d) The Treasurer shall collect and receive all moneys due or belonging to the Club. Moneys shall be deposited in a bank designated by the Board, in the name of the Club. The books shall at all times be open to inspection by the Board and a report shall be given at every meeting on the condition of the club’s finances and every item of receipt or payment not before reported; and at the annual meeting an accounting shall be rendered of all moneys received and expended during the previous fiscal year. The Treasurer shall make a quarterly report to the Board of all financial activity ensuing during the previous three months and an annual report to members of all money received and expended during the previous fiscal year. The Treasurer shall be responsible for preparing and filing financial reports with State and Federal Revenue Offices. In addition to his routine bookkeeping duties, the Treasurer shall have a deeper obligation of keeping the Board of Directors and members aware of the health of the Club’s financial position, projecting expenses and income. The Treasurer shall be bonded in such amount, as the Board of Directors shall determine. e) The same person, in which case the board shall be comprised of 8 persons, may hold the offices of Secretary and Treasurer. f) The Board of Directors shall appoint the delegate to the AMHA & AMHR. The Delegate does not need to be a member of the Board of Directors, however, a member of the Board of Directors may be appointed as delegate. The duties of the Delegate shall be to attend annual meetings of the AMHA & AMHR. Delegates whenever possible, will report the results of these meeting to the Board of Directors. Section 3. Vacancies. Any vacancies occurring on the board or among the offices during the term shall be filled until the next annual election by a majority vote of all the then members of the Board at its first regular meeting following the creation of such vacancy, or at a special board meeting called for that purpose; except that a vacancy in the office of President shall be filled automatically by the Vice President and the resulting vacancy in the office of Vice President shall be filled by the Board. Article IV – The Club Year, Annual Meeting, Elections Section 1. Club Year. The Club’s fiscal year shall begin on the first day of January and end on the last day of December. Section 2. Annual Meeting. The annual meeting shall be held between the month of January to the last week in March at which officers (Delegates to the AMHA & AMHR) and Directors for the ensuing year shall be elected by secret ballot from among those nominated in accordance with Section 4 of this Article. They shall take PEA Constitution and Bylaws Revised March 14, 2004 office immediately upon the conclusion of the election and each retiring officer shall turn over to the successor in office all properties and records relating to that office within 30 days after the election. Section 3. Elections. The nominated candidate receiving the greatest number of votes for each office shall be declared elected. The five nominated candidates for other positions on the Board who receive the greatest number of votes for such positions shall be declared elected. If any nominee, at the time of the annual meeting, is unable to serve for any reason, such nominee shall not be elected and the new Board of Directors shall fill the vacancy so created provided by Article III, Section 3. Section 4. Nominations. No person may be a candidate in a Club election who has not been nominated in accordance with these bylaws. The Board of Directors shall choose a nominating committee before September 1st. The committee shall consist of three members and two alternates all in good standing, no more than one of who shall be member of the current Board of Directors. The Secretary shall immediately notify the committeemen and alternates of their selection. The Board shall name a chairman for the committee and it shall be such person’s duty to call a committee meeting, which shall be held on or before November first. a) The Nominating Committee shall nominate one candidate for each office and for Delegate, who may but need not be an officer or director of the club and positions on the Board and, after securing the consent of each person so nominated, shall immediately report their nominations to the Secretary in writing. b) Upon receipt of the Nominating Committee’s report, the Secretary shall, at least two weeks before the December meeting, notify each member in writing of the candidates so nominated. c) Additional nominations may be made at the December meeting by any member in attendance, provided that the person so nominated does not decline when their name is proposed, and provided further that if the proposed candidate is not in attendance at this meeting, the proposer shall present to the Secretary a written statement from the proposed candidate signifying willingness to be a candidate. No person may be a candidate for more than one position except for the position of Delegate. d) If the Secretary on or before December 31st receives no valid additional nominations, the Nominating Committee’s slate shall be declared elected at the time of the Annual Meeting and no balloting will be required. e) If one or more valid additional nominations are received by the Secretary on or before December 31st, he shall, on or before December 31st, he shall, on or before January 5th, mail to each member in good standing a ballot listing all of the nominees in alphabetical order, together with a blank envelope and a return envelope addressed to the Secretary marked “Ballot” and bearing the name of the member to whom it was sent. So that the ballots may remain secret, each voter, after marking the ballot, shall seal it in the blank envelope, which in turn shall be placed in the second envelope addressed to the Secretary. The election chairman shall check the returns against the list of members whose due are paid for the current year prior to the opening of the outer envelopes and removing the blank envelopes, and shall certify the eligibility of the voters as well as the results of the voting which shall be announced at the Annual Meeting. f) Nominations cannot be made at the Annual Meeting or in any manner other than as provided in this Section. Article V – Committees Section 1. The Board may each year appoint standing committees to advance the work of the Club in such matters as workshops, fun days, social events, sanctioned and other shows, trophies, annual prizes, membership, and other fields which may well be served by committees. Such committees shall always be subject to the final authority of the board. Special committees may also be appointed by the Board to aid it on particular projects. Section 2. Any committee appointment may be terminated by a majority vote of the full membership of the Board upon written notice to the appointee; and the Board may appoint successors to those persons whose service have been terminated. PEA Constitution and Bylaws Revised March 14, 2004 Article VI – Discipline Section 1. Charges. Any member may prefer charges against a member for alleged misconduct prejudicial to the best interest of the Club. Written charges with specifications must be filed in duplicate with the Secretary together with a deposit of $50, which shall be forfeited if the Board following a hearing does not sustain such charges. The Secretary shall promptly send a copy of the charges to each member of the Board or present them at a Board Meeting, and the Board shall first consider whether the actions alleged in the charges, if proven, might constitute conduct prejudicial to the best interest of the Club. If the Board considers that the charges do not allege conduct, which would be prejudicial to the best interest of the Club, it may refuse to entertain jurisdiction. If the Board entertains jurisdiction of the charges, it shall fix a date for a hearing by the Board not less than three weeks or more than six weeks thereafter. The Secretary shall promptly send one copy of the charges to the accused member by registered mail together with a notice of the hearing and an assurance that the defendant may personally appear in his own defense and bring witnesses if he wishes. Section 2. Board Hearing. The Board or Committee shall have complete authority to decide whether counsel may attend the hearing, but both complainant and defendant shall be treated uniformly in that regard. Should the charges be sustained after hearing all the evidence and testimony presented by complainant and defendant, the Board may by majority vote of those present reprimand or suspend the defendant from all privileges of the Club for no more than six months from the date of the hearing. And, if it deems that punishment is sufficient, it may also recommend to the membership that the penalty be expulsion. In such case, the suspension shall not restrict the defendant’s right to appear before his fellow members at the ensuing Club meeting which considers the Board’s recommendation. Immediately after the Board has reached a decision, its findings shall be put in written form and filed with the Secretary. The Secretary, in turn, shall notify each of the parties of the Board’s decision and penalty, if any. Section 3. Expulsion. Expulsion of a member from the club may be accomplished only at a meeting of the Club following a Board hearing and upon the Board’s recommendation as provided in Section 3 of this Articled. Such proceedings may occur at a regular or special meeting of the Club to be held within 60 days but not earlier than 30 days after the date of the Board’s recommendation of expulsion. The defendant shall have the privilege of appearing in his own behalf, though no evidence shall be taken at this meeting. The President shall read the charges and the Board’s finding and recommendation, and shall invite the defendant, if present, to speak in his own behalf if he wishes. The members shall then vote by secret ballot on the proposed expulsion. A 2/3 vote of those present and voting at the meeting shall be necessary for expulsion. If expulsion is not so voted, the Board’s suspension shall stand. Article VII – Amendments Section 1. Amendments to the Constitution and Bylaws may be proposed by the Board or Directors or by written petition addressed to the Secretary signed by 20 percent of the membership in good standing. Amendments proposed by such petition shall be promptly considered by the Board of Directors and must be submitted to the members with recommendations of the Board by the Secretary for a vote within three months of the date when the Secretary received the petition. Section 2. The Constitution and Bylaws may be amended by a 2/3 secret vote of the members present and voting at any regular or special meeting called for the purpose, provided the proposed amendments have been included in the notice of the meeting and mailed to each member at least two weeks prior to the date of the meeting. Section 3. No Amendment to the Constitution and Bylaws that is adopted by the Club shall become effective until the Board of the Directors and the membership has approved it. Article VIII – Dissolution Section 1. The Club may be dissolved at any time by the written consent of not less than 2/3 of the members. Upon dissolution of In the event of the dissolution of the Petite Equine Association (Assn.), Inc., assets shall be distributed for one or more exempt purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code, (i.e. PEA Constitution and Bylaws Revised March 14, 2004 charitable or educational, or corresponding section of any future Federal tax code, or shall be distributed to the Federal Government, or to a State or Local Government for a public purpose. However, if named is not then in existence or no longer a qualified distribute, or unwilling or unable to accept the distribution then the assets of this corporation shall be distributed to a fund, foundation or corporation organized and operated exclusively for the purposes specified in Section 501 (c)(3) of the Internal Revenue Code (or corresponding section of any future Federal tax code Article IX – Order of Business Section 1. At meetings of the Club, the order of business, so far as the character and nature of the meeting may permit, shall be as follows: Roll Call Minutes of Last Meeting Report of President Report of Secretary Reports of Committees Elections of Officers and Board (at Annual Meeting) Election of New Members Unfinished Business New Business Adjournment Section 2. At meetings of the Board, the order of business, unless otherwise directed by majority vote of those present, shall be as follows: Reading of Minutes of the Last Meeting Report of Secretary Report of Treasurer Reports of Committees Unfinished Business New Business Adjournment Article X – Parliamentary Authority Section 1. The rules contained in the current edition of “Robert’s Rules of Order, Newly Revised”, shall govern the Club in all cases to which they are applicable and in which they are not inconsistent with these Bylaws and any other special rules of order the Club may adopt. |
