LOGO

BY-LAWS

OF THE

SOUTHWEST IDAHO

TRAIL & DISTANCE RIDERS INC.

ARTICLE I
MEMBERSHIP 1. Membership shall be open to all interested in endurance, trail riding and horsemanship. 2. Members of the age of 16 years or over shall have one vote in all matters voted upon at meetings, while members under said age shall have one- half vote. This applies to general member voting, and to voting at Board of Directors meetings, as well. 3. No one is eligible for membership in the corporation unless they first execute and deliver to the Secretary a hold harmless agreement of indemnity, waving releasing and holding the corporation, its officers, directors, employees and agents harmless from any and all liability for injury to person or property, in a form to be provided by and satisfactory to the corporation. This letter agreement shall also contain a consent of said parents or guardian to the minor's membership in this corporation.
ARTICLE II
FEES 1. Annual dues for individual members over age sixteen (16) years shall be $20.00 and family membership shall be $30.00 per calendar year the amount thereafter shall be established each year at the annual election meeting by the membership of the corporation. 2. Annual dues for members under the age of sixteen (16) years shall be $10.00 the amount thereafter shall be established at the annual election meeting by the members of the corporation. 3. No member shall be eligible to vote at any meeting of the corporation whose dues are delinquent. 4. The past President receives a one year honorary membership following his term of office.
ARTICLE III
OFFICERS 1. The Officers shall consist of: President, Vice-President, Secretary and Treasurer.
ARTICLE IV
MEETINGS 1. The annual meeting for election of officers shall be held in January of each year. 2. Meetings shall be held at such times and places as directed by the President. 3. A quorum for the transaction of business shall consist of 10 members of which 2 must be officers. 4. The rules of order attached hereto as Exhibit "A" shall apply at all meetings. 5. Any members of the corporation may be removed by affirmative vote of two-thirds of the membership present at any regular or special meeting of the membership. Notice of such proposed removal, setting forth the grounds therefore, must be given in writing to the member sought to be at least thirty (30) days, but not to exceed forty-five (45) days, prior to the meeting at which the question is to be voted on. Reinstatement shall require affirmative vote of two-thirds of the membership present at any regular or special meeting, and may be considered only after written notice to all members of at least thirty days not to exceed forty-five days, of the time, place and proposed reinstatement where the meeting is to be held at which the question is to be voted again. 6. At any meeting of the members of the corporation, a member entitled to vote may vote by proxy executed in writing or by fax by the member or his duly authorized attorney-in-fact. No proxy shall be valid after the individual meeting it was issued for.
ARTICLE V
AMENDMENTS 1. These by-laws may be amended by a two-thirds vote of the membership present at any regular or special meeting, but no amendment shall be voted upon without two weeks notice, in writing, to all paid members.
ARTICLE VI
DUTIES OF OFFICERS 1. President: The President shall preside at all meetings of the club, shall be an ex-officio member of all committees and shall perform all such duties as are incidental to the Office of President and are required of the president. 2. Vice President: In the absence of the President, shall exercise all functions of the President and shall be vested with all the president's powers. 3. Secretary: Shall have charge of all papers, keep such records, make such reports, and perform such duties as are incidental to that office, and properly required by the organization. 4. Treasurer: Shall have charge of the funds of the club, shall conduct its banking business and audit all accounts. Checks drawn shall be signed by either the president, Vice President or the Treasurer, shall be countersigned by an additional officer.
ARTICLE VII
ELECTIONS OF OFFICERS 1. Only paid member are eligible to hold elective office. 2. Only members of the age of 18 and over are eligible to hold the office of President, Vice President and Treasurer. 3. Nominations and voting shall take place at the annual January meeting, all paid members to be given two weeks written notice of the time and place of said meeting. Officers shall be elected by a simple majority. 4. In case of resignation or other vacancy of an officer, the president shall appoint an officer to fill the unexpired term, except that if the resignation or vacancy shall be in the office of President, the Vice President shall assume the office and appoint a member to fill the unexpired term of Vice President. 5. The term of office of said officers shall be for one (1) year and they shall serve until their successors have been elected.
ARTICLE VIII
COMMITTEES 1. The President may establish such standing and temporary committees as he deems necessary and shall appoint members and chairmen. 2. The function of any committee may be delegated to and performed by one person, at the discretion of the President.
ARTICLE IX
DIRECTORS 1. The business and property of this corporation shall be managed by the Board of Directors. 2. The Board of Directors shall consist of the President, Vice President, the immediate Past President, the Secretary, the Treasurer and four other members to be elected at large by the membership at the annual meeting. Directors shall be elected for a 2 year term with 2 directors elected per year every other year. The first year will show a slate of 2 - 1 year terms and 2 -2 year terms of office and will be staggered 2 year terms thereafter. 3. The term of office of the directors shall be for two (2) years and they shall serve until their successors shall have been elected. 4. At any meeting of the Board of Directors, a Director or Officer entitled to vote may vote by proxy executed in writing by the member or his duly authorized attorney-in-fact. No proxy shall be valid after the individual meeting it was issued for. 5. A quorum for Board of Director meeting shall consist of five members thereof. 6. Any director may be removed from office by a two-thirds vote of the membership of the corporation at any regular or special meeting of the membership. Notice of the proposed removal of a director must be given a minimum of thirty days, not to exceed forty-five days, prior to the date of the meeting at which such is to be voted upon. Such notice must state the cause for the proposed removal. 7. Any vacancy occurring on the Board of Directors by reason of death, resignation or removal shall be filled by appointment of the President. 8. At any regular or special meeting of the membership of the corporation, the members may, by majority vote, alter or modify any decision of the Board of Directors to under take any desired action or policy. 9. The Board of Directors shall not commit or expend club funds in excess of $100.00 without approval from the general membership.
ARTICLE X
GIFTS 1. The Board of Directors may accept on behalf of the corporation any contribution, gift bequest or device for the general purpose or any special purpose of the corporation.
ARTICLE XI
MEMBERSHIP CERTIFICATES 1. The Board of Directors may provide for the issuance of certificates evidencing membership in the corporation, which shall be in such form as determined by the Board. Such certificates shall be signed by the Secretary. The name and address of each member and the date of issuance of the certificate shall be entered on the corporate records.
ARTICLE XII
AUDITORS 1. A committee of three Auditors, none of whom shall be directors or officers, shall be elected by the members of the corporation at the annual meeting, for a one year term. They shall at all times have access to the books and records of the corporation, and shall be responsible for systematically and regularly checking the accounting system in use. They shall completely audit the books and records during the last days of their term in office, and shall report their findings and recommendations to the directors and members at large, in writing, at the annual meeting at the conclusion of their term in office. REVISED APRIL 19, 1998

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