Our Mission 

2008 Board of Directors/Officers

By-Laws

BY-LAWS OF

SACRAMENTO VALLEY MORGAN HORSE CLUB, INC.

ARTICLE 1

The name of the association is Sacramento Valley Morgan Horse Club, Inc.

ARTICLE 2

Statement of Purpose

The object of this association is to encourage and promote interest in the breeding and use of Morgan horses as versatile horses, in cooperation with the American Morgan Horse Association, Inc.

ARTICLE 3

Membership

3.1 Any person interested in furthering the object of the association may become a member by submitting an application and annual membership dues to the Board of Directors.

3.2 Membership dues shall be as determined by the Board of Directors, and the Board may establish various categories of membership with varying dues and privileges. In establishing any category of membership other than regular individual adult, the Board shall specify whether and to what extent, members of such category shall have voting right.

3.3 Conduct which the Board of Directors deems inconsistent with the best interests of the association shall constitute grounds for termination of membership by vote of the Board of Directors.

ARTICLE 4

Board of Directors and Officers

4.1 There shall be 6 (six) members of the Board of Directors. This will include the officers and two directors at large.

4.2 Officers of the association shall be a president, a secretary, a vice president, and a treasurer. Two or more offices may be held by one person.

4.3 At each annual members meeting there shall be elected a Board of Directors and officers of the association. They are to hold office until the next annual meeting of members or until their successors are chosen. Such election need be by ballot.

ARTICLE 5

Board of Directors

5.1 The Board of Directors shall have the entire charge, control, and management of the association, its property and business. They may exercise any or all of the above powers, and shall be answerable to the general membership.

5.2 Without hereby limiting the generality of the foregoing, the Board of Directors shall have the following powers:

5.2.1 The may appoint and at their discretion remove such subordinate officers as they deem advisable from time to time and determine their powers and duties.

5.2.2 They may appoint to fill any vacancies in any of the offices of the association, including vacancies in their own Board. Such appointees to hold office for the unexpired term, or until voted action by the members. The Board by, in the temporary absence or inability of any officers, appoint a suitable person temporarily to act as such, with all the powers conferred upon such office.

5.2.3 The board of Directors may delegate the powers of the board to any committee, officer or agent by vote.

ARTICLE 6

Committees

6.1 Prior to each annual meeting of members, the Board of Directors shall appoint a nominating committee consisting of three members of the association, at least one of whom shall be a director, to nominate directors and officers for election at such annual meeting and report their nominations to the secretary. The names of persons so nominated shall be sent to members with the notice of such meeting. Further nominations may be made from the floor at the meeting.

6.2 The Board of Directors may determine the powers and duties of such other committees as the Board may deem advisable from time to time and appoint or remove committees at their discretion.

ARTICLE 7

Powers and Duties of Officers

7.1 President: The president shall preside at all meetings of the members and Board of Directors; and shall have such other powers and perform such other duties as the Board of Directors shall designate.

7.2 Vice President: The vice president shall, in the absence or disability of the president, perform the powers and duties of the president; and shall have such other powers and perform such other duties as the Board of Directors designates.

7.3 Secretary: The secretary shall record all votes and proceedings at meetings of the members and Board of Directors and shall have such other powers and perform such other duties as the Board of Directors shall from time to time designate.

7.4 Treasurer: Subject to the control of the Board of Directors, the treasurer shall have charge of and keep all moneys, books of account, membership lists, and papers of the association; shall collect all annual dues and other moneys due the association; shall make all necessary disbursements to meet the financial obligations of the association; sign any financial obligations of the association; and shall sign any certificates of membership which may be issued from time to time. The treasurer shall have authority to deposit funds of the association in such banks as he/she may choose and to sign checks on behalf of the association. The Treasurer shall have such other power and perform such other duties as the Board of Directors shall from time to time designate.

ARTICLE 8

Meetings & Action of the Board of Directors

8.1 Meetings of the Board of Directors may be called at any time by the president, by the secretary, or by any two directors. All meetings of the Board of Directors shall be held at any such place as shall be designated in the call thereof. Notice of a meeting given by the secretary shall constitute a call thereof.

8.2 One-third of the number of directors required to constitute a full Board shall constitute a quorum, provided that any number of directors (whether one or more and whether or not constituting a quorum) present at any meeting shall have power to make any reasonable adjournment thereof.

8.3 The Board of Directors may act by note at the meeting, or by written approval of action signed by all members of the Board and filed with the minutes of its meetings.

ARTICLE 9

Meetings of Members

9.1 The annual meeting of members of the association shall be held in December of every year at such time and place as may be fixed by the Board of Directors, or in default of such determination, by the president, and shall be for the purpose of the election of a Board of Directors and officers and receiving reports and for any other business that may arise.

9.2 Meetings of members of the association may be called at any time by the president or by the secretary or by any two members of the Board of Directors. Notice of a meeting given by the secretary shall constitute a call thereof.

9.3 At any meeting of the members of the association, a quorum for the transaction of business shall consist of members present in person or by proxy entitled to cast a majority of the votes entitled to by cast at the meeting, provided that any number of members (whether one or more and whether or not constituting a quorum) present at any meeting shall have power to make any reasonable adjournment thereof.

9.4 Members of the association may vote either in person or by proxy, and each regular individual adult member shall have one vote. The voting rights for family memberships, and other categories of membership in addition to regular individual adult membership, shall be as specified by the Board of Directors in connection with the establishment of such categories of membership.

9.5 The members of the association may at any meeting choose a successor to any director or other officer who has vacated his office, and the person(s) so chosen shall displace any successor who may have been chosen by the Directors and shall hold office for the unexpired term of the director or other officer who has vacated his office.

ARTICLE 10

Notices of Meetings

Notice of all meetings of the association and of all meetings of the Board of Directors shall be given by the secretary in writing, mailed at least three weeks before the day of the meeting for the meetings of the members, and mailed at least one week before the day of the meeting for meetings of the Board of Directors: provided always that at any time when the office of secretary is incapacitated or fails to act, notice of meetings of the members or of the Board of Directors may be given by the officer or officers calling the same, by giving notice thereof (in his or their own name or names) in the manner required when notice is given by the secretary: and provided that any meeting of the Board of Directors shall be a legal meeting without notice if each director, by a writing filed with the record of the meeting, waives such notice. Except as otherwise required by these by-laws, notices of the meetings of the members and of the Board of Directors need not specify the purposes thereof. The notice of each annual meeting of members shall be accompanied by a list of the nominees of the nominating committee for election at such meeting.

ARTICLE 11

Amendments

These by-laws may be amended at any meeting of members of the association, by majority vote of the members present in person or by proxy and voting; provided that such amendment, or the substance thereof, is stated in the notice of such meeting.

ARTICLE 12

Fiscal Year

The fiscal year of the association shall be the 12 month period ending with the last day of December.

ARTICLE 13

Termination

Upon the dissolution of the association, assets shall be distributed to American Morgan Horse Institute, P. O. Box 519, Shelburne, Vermont 05482