1.1 Individual Members. The Members of the Minnesota Hunter and Jumper Association (the “MHJA”) shall be individuals who have paid their annual dues. The annual dues for each Member shall be determined by the Board of Directors. Memberships are based on the USEF show year (December 1 to November 30) and expire on November 30 regardless of the date dues are paid. In the case of membership applications mailed by United States Mail, membership privileges shall be effective upon the date a complete Membership application is post marked. Complete membership applications which are hand delivered, faxed or e-mailed will be effective when received by the Membership Chair, an Officer of the MHJA, or the show secretary at a Show Affiliate Member. Membership applications are complete when accompanied by the correct fees. In the event the fees are non-negotiable for any reason, the membership application is not complete and will not become effective until all fees and any penalties charged to the MHJA as a result of the non-negotiable payment are made good.
1.2 Show Affiliate Members. A United States Equestrian Federation (USEF) recognized horse show held in Minnesota or in USEF Zone 6 may request recognition as a Show Affiliate Member by submitting an application and paying a membership fee established by the Board of Directors. The Board of Directors shall have the authority to approve or deny requests in its sole discretion. Show Affiliate Memberships apply only to the specific dates of each show held within the MHJA year.
RIGHTS AND PRIVILEGES OF MEMBERS
2.1 Right to Vote. Each Member shall have the right to vote in the election of directors and any other matter coming before the Members. A Member may vote in person, or by written proxy at a meeting, by written ballot mailed or e-mailed to the Member, or by electronic voting by e-mail or another electronic application that can be tracked to ensure the vote is received from a Member. A proxy may authorize a specific vote or authorize another Member to vote for the Member, but all proxies must be voted at a meeting. Show Affiliate Members shall have no voting rights.
2.2 Limitation of Rights. Members in the MHJA shall not have any property rights nor any right to any benefit which has an economic value. Any Privileges of Membership shall apply only during the calendar year in which the Member has paid his/her dues and any assessments. Upon the expiration or termination of a Member’s membership for any reason, all privileges of membership terminate.
2.3 Annual Meeting of the Members. An annual meeting of the members of the MHJA shall be held each year during the period from October 1 to December 31 at a place within the State of Minnesota and at a date and time to be set by the Board of Directors. Notice of the Annual Meeting must be provided to the Members at least fifteen (15) days and not more than sixty (60) days prior to the date of the meeting. Such notice must be in writing and mailed to the Members, published in the MHJA’s newsletter or posted on the MHJA’s website.
2.4 Special Meeting of the Members. The President may call a meeting of the Members at any time with at least fifteen (15) and not more than thirty (30) days written notice, which notice must be mailed to the Members, published in the MHJA’s newsletter or posted on the MHJA’s official website. In addition, the President shall call a meeting of the Members within fifteen (15) days of receipt of a petition signed by at least ten percent (10%) of the Members and shall provide written notice to all Members at least fifteen (15) days and not more than thirty (30) days prior to such special meeting. The notice for any special meeting of the Members must state the purpose of the meeting.
2.5 Quorum and Voting Requirements. The presence of at least ten percent (10%) of the Members in person or by a proxy shall be required to conduct business at any annual or special meeting of the Members. Actions of the Members at a meeting shall be approved by a majority of the Members present at a meeting at which a quorum is present. If a quorum is present at the beginning of a meeting, the quorum requirement shall be deemed to have been met even if Members leave prior to voting.
2.6 Mail, E-mail and Electronic Voting. Members’ votes cast by mail, e-mail or electronic voting must be completed and returned by the date set out in the notice of the mail, e-mail or electronic vote. The notice of the mail, e-mail or electronic voting shall specify the proposed action and the time for all ballots or votes to be returned, which shall not be less than 10 postal delivery days for mailed ballots or 5 days for e-mail or electronic voting. Mail ballots shall be sent to the Member at the Member’s address last recorded with the Secretary of the MHJA. E-mail and electronic voting notices shall be sent to the Member’s e-mail address last recorded with the Secretary of the MHJA. An action to be taken by the MHJA upon mail ballot, e-mail or electronic voting requires approval of a majority of the votes cast or in an election of directors, the highest number of votes cast for each position, provided that at least 20% of the Members of the MHJA recorded with the Secretary of the MHJA on the date 10 days prior to sending the notice of the mail ballot, e-mail or electronic voting shall have cast a vote. A Member may elect not to vote other than in person or by mail by providing written notice to the MHJA of such election and such notice shall be valid for any voting by Members initiated by the MHJA after 30 days from the date the MHJA receives such Member’s notice.
2.7 Eligibility for MHJA Awards. Members are eligible for the awards presented by the MHJA annually in accordance with the rules, regulations and specifications established by the Board. In order for points to be counted on behalf of a Member for an Award, the following conditions must be met:
a) the Member must be in good standing with all dues and fees paid on or prior to the date for which any points will be counted toward the Year End Awards;
b) the Member, horse and rider must meet all specifications for the particular award or division;
c) the Member is responsible for correctly entering horses and riders using the names consistent with the names on the Membership Application;
d) the Member is responsible for promptly reporting any change of name of Member, horse or rider to the MHJA;
e) horses owned by a Member or leased to a Member under a lease recorded with USEF shall be eligible to compete for awards judged on the horse, including hunter and jumper divisions; and
f) a Member may compete for awards judged on the rider, such as equitation and medal classes.
Responsibility for the fulfillment of these conditions and all requirements and specifications for any particular division or award are the responsibility of the Member. Points towards awards will only be counted when all conditions are met and will not be counted retroactively. The MHJA’s awards program is governed and administered by the Board of Directors in its sole discretion. The Board shall use the rules and regulations of the USEF as guidelines, but they are not binding on the MHJA.
2.8 Grievances Related to MHJA Awards. In the event a Member has a reasonable belief that an award has been presented other than in accordance with the rules, regulations and specifications of the MHJA Award program, the Member may request a review of the Award by contacting the Points Chairman with the question and the details of the alleged mistake within thirty (30) days of the presentation of the Award. The Points Chairman will review the computation of the points and make a report to the Board at its next regular meeting. The Member bringing the grievance will be invited to attend and speak at the board meeting. No award will be revoked nor any adjustment made except upon approval of the Board of Directors. The determination of the award recipient by the Board of Directors will be final and is not subject to review.
2.9 Revocation of a Member’s Membership. In the event USEF revokes, limits or suspends a Member’s membership or privileges to participate in competitions of USEF, such action shall automatically apply to the Member’s membership in MHJA, as an affiliate of USEF. In addition, a Member’s membership in MHJA may be revoked or suspended for conduct which the Board of Directors determines to be not in accordance with the rules and regulations of the MHJA, not in the best interests of the MHJA, or detrimental to the reputation of the MHJA. The Board of Directors shall make any such determination in accordance with the following procedure:
a) Upon receipt or notice of conduct which may result in termination of a Member’s membership, the President (or if the affected Member is the President, the Vice President) will appoint a review committee of three (3) Members.
b) The Review Committee shall investigate and gather the facts and circumstances surrounding the conduct. The Review Committee will interview the affected Member. The review committee will confine its investigation to conduct which has been observed and reported by a Member or Members of the MHJA, including the affected Member.
c) The Review Committee will prepare a report and recommendation for the Board to be presented at the next regular Board meeting. The affected Member will be invited to attend the Board meeting and shall be informed of the concerns related to the Member’s conduct. The affected Member will be entitled to bring another Member or family member for support, and the affected Member will be entitled to address the Board directly on his/her own behalf.
d) The Board may, upon approval of seventy-five percent (75%) or more of those present at a meeting at which a quorum is present, formally request the resignation of a Member. Said formal request shall be forwarded to the Member by mail.
e) If the resignation requested in accordance with Section 2.9(d) is not received by the President within fifteen (15) days after the date the request is mailed to the Member, the President shall call a special meeting of the Board of Directors upon notice mailed to the Directors and the affected Member not less than fifteen (15) days in advance of such meeting. The notice must state that the purpose of the meeting is to vote on the revocation of a membership. The affected Member shall be permitted to address the Directors at said meeting prior to the vote. At the special meeting so called, the membership of the Member may be revoked upon approval of seventy-five percent (75%) of the Directors present, provided a quorum is present, and further provided that approval shall require not less than a majority of the entire Board.
f) The Board will use reasonable efforts to maintain the confidentiality of the review and consideration of a revocation of a Member’s membership. Only the Directors, Review Committee, affected Member, and those Members interviewed by the Directors, and legal counsel for the MHJA and the affected Member may receive information regarding the review and consideration of the revocation of a particular Member. Meetings of the Review Committee will be closed and the meetings of the Board of Directors at which the matter is discussed will be closed, provided, however, the meeting will be opened for purposes of voting on any revocation of membership.
g) The revocation of a Member’s membership in the MHJA is not reviewable, and all Members agree as a condition of membership that the Board’s decision shall be final.
BOARD OF DIRECTORS
3.1 Qualifications. Members of at least eighteen (18) years of age shall be eligible for election to any office in the MHJA. No person shall be eligible for election as a director unless he/she is a Member in good standing and the expiration or termination of membership of any officer or director shall automatically terminate said person’s position as officer or director.
3.2 Composition of the Board. The Board of Directors of the MHJA shall consist of a minimum of thirteen (13) and a maximum of eighteen (18) members with the number to be determined each year by the Board.
3.3 Terms. Each Director shall be elected by the Members to serve a term of three (3) years and may serve as a member of the Board for an unlimited number of terms but may serve only two (2) consecutive terms, except for the immediate past President, who will remain on the Board of Directors for one additional year. The terms of the Members of the Board of Directors shall be staggered so that approximately one-third of the Directors are elected each year, not to exceed six (6) Directors in any one year.
3.4 Nominating Committee. A Nominating Committee for the Board of Directors shall consist of three (3) members appointed on or before July of each year by the President with the concurrence of the majority of the Board of Directors. The Chairman of the Nominating Committee shall be a member of the Board of Directors. The other two committee members may be from the Board or from the membership at large. The Nominating Committee shall nominate and place on the ballot at least one and one-half times the number of Directors to be elected. If an odd number of Directors is to be elected, the number of candidates the Nominating Committee nominates for the ballot will be rounded up to the next whole number.
3.5 Election of Directors. The election of directors shall be held by mail ballot or electronic ballot during the fall of each year. Each Member shall be entitled to cast one vote for as many nominees as there are Director’s positions to be filled. For example, if five Directors are to be elected, each voting Member is entitled to cast one vote for five different nominees. Ballots shall not be invalidated if a Member elects to cast fewer than his/ her entitled votes. Ballots shall be invalidated if a Member casts more than his/ her entitled number of votes but will be counted towards the number of mail ballots returned by Members. The nominees receiving the highest total number of votes shall be declared elected for those positions being filled. Following the election of the new Board of Directors, the election of Officers shall take place. The Chair of the Nominating Committee, together with the out-going Officers, shall prepare a slate of Officers for the next year. The slate shall be placed before the Board, and subject to any nominations from the floor, the nominees who receive the majority of a vote by the Board of Directors shall be declared elected as officers. The new Officers shall be presented to the membership at the annual meeting and at the awards banquet if they are known at that time.
3.6 Appointment to Vacancies between Elections. Vacancies arising between elections of the Board of Directors shall be filled by a majority vote of the Board of Directors with the individual selected serving the remainder of the term to which he/she was appointed.
3.7 Removal of Directors and Officers. A Director or Officer may be removed from his/her position as a Director or Officer upon the affirmative vote of seventy-five percent (75%) of the Directors present at a regular or special meeting of the Directors, provided, however, that such majority shall in no case be less than a majority of the entire Board. Written notice must be mailed, faxed, or e-mailed to the Directors for any meeting of the Board at which the removal of a Director or an Officer is to be considered, and the notice must indicate that the potential removal of an Officer or Director will be discussed at the meeting.
3.8 Meetings of the Board of Directors. The Board of Directors shall hold meetings at the call of the President. The President shall call a meeting within fifteen (15) days after the receipt of a request for a meeting signed by five (5) or more Directors. Written notice of meetings of the Board of Directors must be provided at least five (5) days prior to the meeting. A schedule of regular meetings of the Board is sufficient notice for such meetings, unless written notice is required by these Bylaws for an action to be considered at the meeting. Meetings may be held, and any director may participate in a meeting, by electronic or other means that permit communication among directors during the meeting for the exchange of ideas, including telephone conferences and e-mail, except that a quorum of the Board must be present in person for any meetings at which an action provided in Sections 2.8, 2.9 or 3.7 will be considered.
3.9 Actions of the Board of Directors. The presence of a majority of the Board of Directors shall be a quorum for the Board to conduct business. If a quorum is present when a meeting is called to order, then a quorum shall be deemed to exist throughout the meeting even if members of the Board leave the meeting. The approval of a majority of those present at a meeting at which there is a quorum shall constitute an action of the Board. Except as authorized for electronic participation in a meeting, a director may not vote by proxy. Except those actions set forth in Sections 2.8, 2.9 or 3.7, the Board may take an action in writing in lieu of a meeting if the written action is signed by a majority of the Board.
4.1 Officers of the MHJA. The Officers of the MHJA shall consist of a President, a Vice-President, a Secretary, and a Treasurer. These four Officers shall comprise the Executive Committee. The terms for such Officers-Directors shall be one year.
4.2 President. The President shall preside at all meetings of the Board of Directors and shall have general supervision over the affairs of the MHJA. No person shall serve more than three (3) years as President.
4.3 Vice-President. The Vice-President shall act in the absence or disability of the President and shall perform such other duties as assigned by the President.
4.4 Treasurer. The Treasurer shall have general charge of the finances of the MHJA, shall make such reports to the Board as are requested from time to time and shall make a full financial report to the membership at the Annual Meeting. Expenses of $500.00 or more which are not authorized in the annual budget must be approved by the Board of Directors. The Executive Committee may authorize approval for expenses less than $500.00 not authorized in the annual budget.
4.5 Secretary. The Secretary shall be responsible for keeping the records and minutes of the meeting, conducting correspondence, and keeping roll of the members.
AMENDMENT OF BYLAWS
5.1 Amendment by the Board of Directors. The Board of Directors may amend these Bylaws except as provided in Section 5.2.
5.2 Amendment by the Members. Sections 2.1, 2.5, 2.8, 2.9, 3.7 and 5.2 of these Bylaws may be amended only upon approval of a majority of the Members.
Changes in the By-Laws are recorded in the following minutes of the MHJA Board of Directors: June-1971; October-1972; November-1972; February-1976; March-1977; April-1977; February 1978; February-1980; March-1981; October-1985; December-1987; January-1993; October-1993; October-2002; and October-2006; November -2016, February-2017; Ballot vote approved Oct-2017.