Section 1: This corporation is organized exclusively for charitable purposes, and to promote national and international amateur sports competition, and all phases of equestrian science and activities, with special emphasis on English riding, hunter seat, jumping, combined training, horsemanship, horse care and training, including, for such purposes, the making of distributions to organizations that qualify as exempt under Section 503 (c) (7) of the Internal Revenue Code of 1986, or the corresponding provision of any future United States Internal Revenue Law.

Section 2: No part of the net earnings of the corporation shall inure to the benefit of, or be distributable to its members, trustees, officers or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth above.  No substantial part of the activities of the corporation shall be the carrying on of propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate in or intervene in (including the publishing and distribution of statements) any political campaign on behalf of any candidate for public office.  Notwithstanding any other provision on these articles, the corporation shall not carry on any other activities not permitted to be carried on by a corporation exempt from federal income tax under Section 501 (c) (7), of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) or by a corporations contributions to which are deductible under Section 170 (c) (2) if the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law).

Section 3: Upon the dissolution of the Corporation, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the Corporation, dispose of all the assets of the Corporation exclusively for the purpose of the Corporation in such manner or to such organization or organizations organized and operated exclusively for charitable and educational purposes and shall at that time qualify as an exempt organization or organizations under Section 501 (c) (7) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law) as the Board of Directors shall determine.

ARTICLE III – MEMBERSHIP

Section 1: The following classes of membership shall be offered:  Life, Individual, Family.

Section 2: Membership in the Association is required for the owner before a horse or pony may be eligible for points toward annual awards.

Section 1: The annual dues of the organization shall be according to the type of membership as provided by the By-Laws.

Section 2: Dues must be current before a member may vote or hold office.

Section 3: Both renewals and new memberships must be received prior to the annual general membership meeting to be eligible to vote at same, applications to be accompanied by payment of dues.

Section 1: The governing body of this organization shall be its Board of Directors elected at the annual general membership meeting.

Section 2: The elected Board shall elect the following officers:  President, Vice-President, Secretary, and Treasurer.  Show Manager, Show Coordinator, Statistician and other offices as deemed necessary shall be appointed for the President with the approval of the Board of Directors.

Section 3: Elections shall be by written ballot at the annual general membership meeting described in the By-Laws.  The Association does not recognize absentee ballots or proxy votes.

Section 1: The Association shall hold an annual general membership meeting, written notice of which shall be given no less than fifteen days prior to the appointed date.

Section 2: Special meetings of the general membership may be requested as described in the By-Laws.

Section 3: A quorum consisting of those members of the active membership present shall be necessary to conduct business at any general membership meeting.

Section 4: The Board of Directors shall meet monthly at least ten times a year, notice of which shall be given to each director prior to each meeting.

Section 5: Special meetings of the Board of Directors may be requested as described in the By-Laws.

Section 6: A quorum consisting of a simple majority of the elected members of the Board of Directors shall be necessary to conduct business at any meeting of the Board of Directors.

ARTICLE VII – GOVERNMENT

Section 1: The government of this organization shall be vested in the Board of Directors, as elected by the general membership, and consisting of the elected members, officers and Past President.

Section 2: The Board of Directors shall have the general management of the affairs of the Association and may make contracts in its name and on its behalf or authorize such contracts in its name and on its behalf or authorize such contracts to be made by officers of the Association providing that such contracts individually or collectively, do not exceed the financial reserves of the Association.

Section 3: The rules of  USA Equestrian formerly known as the American Horse Show Association shall be followed in all cases unless specifically modified by this organization.  The Board of Directors shall be responsible for the enforcement of this Constitution and its By-Laws and for the rules of USA Equestrian when applicable.

ARTICLE VIII – AMENDMENTS

Section 1: This Constitution may be amended by two-thirds vote of the membership present at any regular or special general membership meeting provided that written notice of such meeting is given at the previous meeting of by mail to each member at his last known address no less than fifteen days prior to the ensuing membership meeting.

Section 2: Robert’s Rules of Order, Revised, shall govern in all matters not covered by the Constitution.

BY-LAWS

WEST TENNESSEE HUNTER JUMPER ASSOCIATION

ARTICLE I – MEMBERSHIP

Upon completion of application and payment of dues, an individual may become a member of the Association with all rights and privileges and subject to all liabilities and penalties thereof.  Application and payment of dues must be received by the Association prior to the annual membership meeting in order of individual members to have one vote and/or hold office.  There shall be three classes of membership as defined in the following:

• Life Members – Upon payment of $175.00 dues, an individual may become a life member of the Association and shall be exempt from annual dues.
   

• Individual Members – Upon payment of $40.00 annual dues, an individual may become a member of the Association. Family Members – Upon payment of $175.00 annual dues, family groups may enjoy all rights and privileges of individual members.
   

• Family membership shall cover and be confined to spouses or parents (or legal guardians) and children of a family group.  A family membership is entitled to a maximum of two (2) votes at all general membership meetings.

ARTICLE II – DIRECTORS

Section 1: Directors shall be elected at the Annual Meeting from the individual membership by a plurality vote of all members.  The number of Directors shall not be less than ten or more than twelve.

Section 2:

(a) The Directors shall have the general management of the affairs of the Association and may make contracts in its name and on its behalf or authorize such contracts to be made in its name and on its behalf by Officers of the Association.

(b) The Directors shall make and enforce rules governing Approved Shows and Individual Members and all other persons bound by the Association rules.  USA Equestrian Rules will be followed on all cases unless specifically modified.  The Directors may adopt at their discretion, rules recommended by the respective committees.

(c) They may, after a hearing, censure, suspend, or expel any officer or member of the Association or any other person whose conduct shall be found to be prejudicial to the best interests of the Association or in violation of its rules.

(d) They may censure, suspend, or expel any Affiliated Show for cause.

Section 3:  At all meetings of the Board of Directors, a simple majority of its members shall constitute a quorum.

Section 4: The Directors may fill any vacancy in the Board of Directors occurring during the year by appointment of a member to fill an unexpired term until a successor is duly elected by the membership at the next regular scheduled election.

Section 5: The Board of Directors shall keep a record of its proceedings and shall report at the Annual Meeting of the Association, or at any Special Meeting of the Association, any matters which, in its judgment, require the action of the members.

Section 1: The elected officers of this organization shall be chosen annually by its Board of Directors at their first meeting.  The President may not succeed himself to that office more than (3) years.

Section 2:  The elected Board shall consist of no less than ten (10) or more than twelve (12) Directors with a minimum of two (2) trainers, those two to be selected by the Trainers Committee.  Only one (1) member of a family may serve on the Board at one time.

Section 3: Directors shall be elected to a term of three years.  Directors may serve no more than two (2) consecutive three (3) year terms and must stay off one year before consideration for re-election.

Section 4: The President shall appoint two Directors of the Board to serve on the Nominating Committee and shall appoint one of those Directors to serve as chairman.  The committee shall select two (2) additional members from the general membership not currently serving on the Board.  A fifth member of the committee shall be a trainer who is selected by member trainers.  Only one member of a family may serve on the Nominating Committee.

Section 5: The Nominating Committee shall meet and prepare a list of “potential” nominees.  All nominees shall be members in good standing.

Section 6: The Nominating Committee shall present to the Board for their approval a list of  “potential” nominees.  The Board shall select more than the required number of nominees from the approved list of “potential” nominees to fill the current vacancies.  Nominees shall then be contacted to ascertain their willingness to accept the nomination.  The Chairman of the Nominating Committee shall report the final slate to the Board.

Section 7: The Statistician of the Association shall prepare a “sample” ballot indicating all nominations submitted by the Nominating Committee and approved by the Board of Directors.  The “sample” ballot shall be mailed to the general membership at least fifteen days prior to the annual meeting.  A ballot shall be distributed at the annual meeting to each member eligible to vote.  Ballots shall be cast, results of which shall be determined by count of the Vice President, the Chairman of the Nominating Committee and a general member appointed by the President.

Section 8: Additional nominations may be accepted from the floor by the members of good standing with prior approval of the nominee.  The Association does not recognize absentee ballots or proxy votes.

Section 9: Any director who has three (3) unexcused absences from Board meetings is subject to removal from the Board.

Section 10: It shall be the duty of the Board of Directors to administer the Constitution and By-Laws of this organization.  The Board shall also have the responsibility of enforcing the rules of USA Equestrian as they apply to the government of West Tennessee Hunter Jumper Association unless specifically stated otherwise in the Constitution and its By-Laws.  The Board shall annually review the Show Packet and make recommendations for the coming year.  The Board may adopt, at its discretion, such rules and regulations as are necessary to insure the best interests of the Association and its individual members.  Show packet rules as approved by the Board of Directors will become part of these By-Laws for the coming year and shall become the standard for all WTHJA sponsored or approved shows, or WTHJA divisions of the USA Equestrian approved shows.  In the event of major changes to the Show Packet, copies of the updated Show Packet shall be furnished to the general membership at the annual meeting or by mail.

Section 1:  The annual meeting of the Association shall be held at a time and place to be designated by the Board of Directors, but within the first quarter of the new year.  The Statistician shall notify all members no less than fifteen days prior to the appointed date.

Section 2:  Special meetings of the general membership may be called by the President of the Association when requested by a majority of the Board of Directors, by a majority vote at any meeting of the general membership or by written petition signed by fifteen members of the Association.  Notice of special meetings must be given by mail no less than fifteen days prior to the meeting along with the notice of business to be considered at said meeting.

Section 3: The Board of Directors shall meet monthly at least ten times a year at a time and place to be designated by the Board; notice of each meeting to be provided by the Secretary.

Section 4: Special meetings of the Board of Directors may be called at the discretion of the President or upon the request of no less than three Directors with notice of said special meeting given prior to that meeting.

Section 1: It shall be the duty of the Board of Directors to administer the Constitution and By-Laws of this organization.  The Board shall also have the responsibility of enforcing the rules of USA Equestrian as they apply to the government of the West Tennessee Hunter Jumper Association unless specifically stated otherwise in this Constitution and its By-Laws.  The Board shall at its January meeting each year review the coming Show Year and make recommendations.  The Board may adopt, at its discretion, such rules and regulations as are necessary to insure the best interests of the Association and its individual members.  Show Packet rules as approved by the Board of Directors will become a part of these By-Laws for the coming year and shall become the standard for all WTHJA divisions of USA Equestrian approved shows.  In the event of major changes to the Show Packet, copies of the updated Show Packet will be furnished to the general membership at the annual meeting or by mail.

The President shall be the chief executive officer of the Association and shall preside at all the meetings.  He/She shall be the official representative of the Association.  He/She, or his designee, shall sign all contracts and obligations of the Association.  He/She shall supervise the affairs and activities of the Association.  At the onset of each year, he/she shall appoint all standing committees as set forth in these By-Laws, serving as an ex-officio member of each committee.  He/She shall, throughout the year, appoint all committee chairmen and members deemed proper and necessary to fulfill the object and purpose of this Association and shall bring to the attention of the Board of Director or committee member who should fail to perform his duties.  He/She shall then take any corrective action deemed necessary by the Board.  The President shall perform such duties as may be assigned him by the Board of Directors.

The Vice President shall preside at all meetings of the membership and Board in the absence of the President.  When the President is unavailable, the Vice President shall serve as the official representative of the Association.  In the case of a vacancy in the office of President, the Vice-President shall fill the unexpired term.  The Vice President shall perform such duties including Show Committee Chairman, as may be required by the President of the Board.

The Secretary shall keep and maintain accurate records of all meetings of the Association and shall conduct the correspondence of the Association, maintaining copies for records.  He/She shall provide minutes of each proceeding meeting of the Board, and general membership.  He/She shall provide notice of meetings and shall perform such duties as may be required by the President or the Board.

The Treasurer shall collect all monies due the Association and shall have care and custody of and be responsible for the funds of the Association.  He/She shall deposit funds of the Association in such bank as the Board of Directors shall designate.  He/She shall pay all bills upon receipts of an authorized itemized statement, keeping accurate record.  He/She shall make a full report in writing of the financial condition of the Association at the annual meeting and at each regular meeting of the Board, and at such other times deemed necessary by the Board.  He/She shall ascertain the need for and file all financial reports required by state and federal statutes.  He/She shall be eligible for performance and surety bonding provided by the Association.  The Treasurer shall perform such duties as may be required by the President or the Board.

The Show Manager and Show Coordinator shall, subject to approval by the Board of Directors, organize and execute all aspects necessary for the production of a WTHJA sponsored horse show which shall include, but not be limited to, class list, course designer, jump crew, and shall make or cause to be made any other arrangements necessary for said shows.  The Show Manager and Show Coordinator shall perform such duties as may be required by the President or the Board.

The Statistician shall serve as a member of the Show Committee.  He/She shall tabulate points for each WTHJA sponsored and/or affiliated horse show.  He/She shall maintain a year-to-date point tabulation of each member, updating it within a reasonable time after any WTHJA sponsored and/or affiliated show.  He/She shall maintain records of each WTHJA sponsored and/or affiliated show in the event of future disputes, protests, etc.   He/She shall promote and maintain ongoing membership in the Association.  He/she shall keep a master mailing list and an accurate and current record of all membership including address, phone number, date of application, and names of family members entitled to vote at general membership meetings.  He/She shall send renewal notices, sample ballots and annual meeting notices to all members and, upon process of application, send membership packets to approved applicants consisting of membership card, show schedule and that portion of the Show Packet which concerns rules for showing governing WTHJA sponsored shows.  In case of a new member, a current copy of this Constitution and its By-Laws shall be included.  He/She shall perform such duties as may be required by the President or the Board.

Section 3: Standing Committees of this Association shall be appointed by the President with the approval of the Board at the first regular meeting of the Board of Directors after the annual election of officers.  Only one member of a family may serve on a committee at one time.  The standing committee and their duties are as follows:

The Show Committee shall consist of eight members including the Show Coordinator and the Statistician with the Vice President serving as Chairman.  The duties of the Show Committee shall be to assist the Show Manager in his/her activities to guarantee the successful production of all WTHJA sponsored horse shows.  The Show Committee shall meet as is deemed necessary by the Chairman.  Another duty of the Show Committee shall be to hold hearings of protests as set forth in the current issue of the  USA Equestrian Rule Book, Rule X – Protests, Charges and Hearings.  Before the Conclusion of a show, the Show Committee may, after a hearing, fine, suspend, or expel any officer or member of the Association whose conduct shall be found to be prejudicial to the best interests of the Association or in violation of its rules as set forth in the Constitution and its By-Laws as well as the rules of the Show Packet.

The Board shall serve as a Hearing Committee for any unresolved protest at WTHJA approved shows or for actions, which the Board or any member of the Association feels, is prejudicial to the best interests of the WTHJA.  The Board may conduct such hearings or investigations as it deems necessary and shall have the authority to fine, censure, suspend, or expel any member whose conduct shall be found to be prejudicial to the best interests of the Association or in violation of its rules as set forth in the Constitution and By-Laws, including those found in the Show Packet.

There may be other Standing Committees as deemed necessary by the President or upon recommendation of the Board of Directors.  Committee membership shall consist of no less than three members.

Section 1: The President, Treasurer and Show Coordinator are authorized to draw funds from the Association’s bank accounts for expenditures in the ordinary course of business.

Section 2: Expenditures over $1,000, not in the ordinary course of business, shall require approval by the majority of the Executive Committee, which consists of the President, Vice-President, Treasurer and Secretary.

Section 1: Show Packet rules as approved by the Board of Directors shall become part of these By-Laws.  Said rules will stand approved for the duration of the year and shall become standard for all WTHJA sponsored or approved shows or WTHJA divisions of USA Equestrian approved shows.

Section 2: These By-Laws may be amended by a majority vote of the general membership present at any regular or special meeting provided that written notice of such amendment is given at the previous meeting or by mail to each member at his last known address no less than fifteen days prior to the ensuing membership meeting.

Section 3: Robert’s Rules of Order, Revised, shall govern in all matters not covered by these By-Laws.