Corporation Bylaws - Article I - Article II

ARTICLE I: [blank_start]Title[blank_end], Objects, [blank_start]Location[blank_end], Corporate Seal Section 1. Title: This Association shall be known as the AMERICAN QUARTER HORSE ASSOCIATION (“[blank_start]AQHA[blank_end]”) and shall at all times be operated and conducted as a [blank_start]non-profit[blank_end] association in accordance with the laws of the State of [blank_start]Texas[blank_end], providing for such organizations and by which it shall acquire all such rights as granted to associations of this kind. Section 2. Objects: The purpose of AQHA shall be to [blank_start]collect[blank_end], [blank_start]record[blank_end] and [blank_start]preserve[blank_end] the pedigrees of American Quarter Horses; to maintain a [blank_start]Stud[blank_end] [blank_start]Book[blank_end] and registry to record the [blank_start]history[blank_end], [blank_start]breeding[blank_end], exhibition, and [blank_start]racing[blank_end] of American Quarter Horses; and to stimulate the [blank_start]publicity[blank_end] and [blank_start]improvement[blank_end] of this breed; together with all other matters necessary or convenient to further the [blank_start]interests[blank_end] of the breed. Section 3. Place of Business: The principal place of business shall be [blank_start]Amarillo[blank_end], [blank_start]Potter[blank_end] County, [blank_start]Texas[blank_end], but its members or officers may be residents of any state, country, [blank_start]province[blank_end] or [blank_start]region[blank_end] and business may be carried on at any place convenient to such [blank_start]members[blank_end] or [blank_start]officers[blank_end], as may be participating. Section 4. Corporate Seal: The seal of AQHA shall be in the charge of the [blank_start]Executive Vice President[blank_end] and shall be in the form impressed hereon immediately below.

ARTICLE II: [blank_start]Members[blank_end] Section 1. Members of AQHA shall be admitted, [blank_start]retained[blank_end] and expelled in accordance with such rules and regulations as the [blank_start]Board of Directors[blank_end] may, from time to time, adopt. In all matters governed by the vote of the members, each member in [blank_start]good[blank_end] [blank_start]standing[blank_end] who has been a member for at least [blank_start]sixty[blank_end] ([blank_start]60[blank_end]) days per AQHA records shall be entitled to [blank_start]one[blank_end] ([blank_start]1[blank_end]) vote.

ARTICLE II: Section 2. The annual meeting of the members shall be held at such time and place as may be established by the [blank_start]Board of Directors[blank_end] for the purpose of electing [blank_start]Directors[blank_end] and for the transaction of such other business as may be brought before the meeting (“Annual [blank_start]Membership[blank_end] Meeting”). Unless otherwise established by the [blank_start]Board of Directors[blank_end], the Annual Membership Meeting shall be held at AQHA’s [blank_start]Annual[blank_end] [blank_start]Convention[blank_end] and shall consist of [blank_start]two[blank_end] sessions hereinafter referred to as the “[blank_start]Membership[blank_end] [blank_start]General[blank_end] Meeting” and the “[blank_start]Membership[blank_end] [blank_start]Business[blank_end] Meeting”.

ARTICLE II: Section 3. [blank_start]Special[blank_end] Meetings of members may be held at such time and place as may be designated in the notice, whenever called in writing by direction of the [blank_start]President[blank_end] with the advice and majority vote of the [blank_start]Executive Committee[blank_end] or by a majority of the Board of Directors, or by notice signed by not less than [blank_start]20[blank_end] percent of the members then in [blank_start]good[blank_end] [blank_start]standing[blank_end]. Notice of each [blank_start]Special[blank_end] Meeting, indicating briefly the object or objects thereof, shall be given in the same manner as provided with respect to notice of [blank_start]Annual[blank_end] [blank_start]Membership[blank_end] Meetings

ARTICLE II: Section 4. Prior notice to members of any Annual Membership Meeting or [blank_start]Special[blank_end] Meeting of members may be given by [blank_start]written[blank_end] notice to members sent at least [blank_start]thirty[blank_end] days prior to the scheduled meeting by: (1) separate [blank_start]written[blank_end] notice, (2) notice contained in a conspicuous place in a regularly [blank_start]published[blank_end] official [blank_start]membership[blank_end] communication (including, but not limited to [blank_start]America’s Horse[blank_end] and/or The American Quarter Horse [blank_start]Journal[blank_end], or (3) as otherwise allowed by the [blank_start]law[blank_end]. Notice shall be deemed to be [blank_start]delivered[blank_end] when the separate [blank_start]written[blank_end] notice or the membership [blank_start]communication[blank_end] containing such notice shall be deposited in the United States [blank_start]mail[blank_end], addressed to the member at the current address as it appears on the records of AQHA, with [blank_start]postage[blank_end] pre-paid. If notice is delivered by means other than mail, such notice shall be deemed [blank_start]delivered[blank_end] at the time such notice is [blank_start]published[blank_end] or transmitted in a manner allowed by [blank_start]law[blank_end].

ARTICLE II: Section 5. At any meeting of the [blank_start]members[blank_end] held in accordance with the foregoing provisions as to notice, the members attending such meeting shall constitute a [blank_start]quorum[blank_end] for all purposes unless the representation of a larger number should be required by [blank_start]law[blank_end]. To exercise [blank_start]voting[blank_end] privileges, a member must be [blank_start]physically[blank_end] [blank_start]present[blank_end] at a meeting, which privilege cannot be delegated by [blank_start]proxy[blank_end]. Membership shall have the right to elect [blank_start]Elected[blank_end] [blank_start]Directors[blank_end] and propose [blank_start]modifications[blank_end] and make recommendations to [blank_start]Board of Directors[blank_end].

ARTICLE II: Section 6. Any [blank_start]officer[blank_end] of AQHA may call the meeting of the members to order and may act as [blank_start]chairman[blank_end] of such meeting, precedence being given as follows: [blank_start]President[blank_end], [blank_start]First Vice President[blank_end], [blank_start]Second Vice President[blank_end], [blank_start]Executive Vice President[blank_end] and the [blank_start]Treasurer[blank_end]. In the absence of all such officers, members present may elect a [blank_start]chairman[blank_end]. The Executive Vice President of AQHA shall act as [blank_start]secretary[blank_end] of all meetings of the members, but in his absence, the [blank_start]Directors[blank_end] may appoint any person to act as [blank_start]secretary[blank_end] of the meeting. Section 7. Whenever in these Bylaws the term member or members shall be used, unless otherwise specified, it shall mean a member or members in [blank_start]good[blank_end] [blank_start]standing[blank_end] having the right to [blank_start]vote[blank_end].