OFFICES

The corporation shall have and continuously maintain in this State a registered office and a registered agent whose office is identical with such registered office. The corporation may have other offices within the State of Illinois as the membership may from time to time determine.

ARTICLE III

MEMBERS

SECTION 1. MEMBERSHIP. Shall be Open to any reliable person, farm or corporation actively interested in promotion of the American Quarter Horse breed regardless of race, sex or creed.

(SEE BOUNDARIES SET FORTH IN ARTICLE XIV OF THESE BY-LAWS)

SECTION 2. DUES, AWARD POINTS AND TERMINATION OF MEMBERSHIP.

A. The membership shall determine from time to time the amount of initiation fee, if any, and the dues amount payable to the Association by members.

B. Membership starts when dues are paid in full and shall end December 31 of that year in which they are paid.

C. Award points shall be awarded after dues are paid in full.

D. The Board of Directors may, by affirmative vote of two-thirds of all Board members, after appropriate hearing and with the support of satisfactory evidence, suspend or expel a member for just cause.

SECTION 3. EXPULSION/SUSPENSION. The following acts, when proof of their commission shall have been established by evidence satisfactory to the Executive Committee of said organization, shall in themselves be full and sufficient grounds for expelling or suspending any person, farm or corporation from membership.

A. Any member expelled or suspended by the American Quarter Horse Association is automatically expelled or suspended from said organization.

B. Anyone not paying insufficient fund fee for a returned check and/or making an insufficient fund check good within sixty (60) days can be suspended.

SECTION 4. RESIGNATION. Any member may resign by delivery of a written resignation to the Secretary.

SECTION 5. REINSTATEMENT. Upon written request signed by a former member and delivered to the Secretary, the Board of Directors may by the affirmative vote of two-thirds of all Board members reinstate such former member upon such terms as the Board of Directors may deem appropriate. Reinstated members are ineligible to run for the Board of Directors or hold office for 12 months after reinstatement of membership.

SECTION 6. TRANSFER OF MEMBERSHIP. Membership in this Association may not be transferred or assigned.

SECTION 7. VOTING ELIGIBILITY. No person, farm or corporation shall be entitled to vote on matters pertaining to the election of officers or changing of the By-laws unless they have been a member in good standing for at least three (3) months.

SECTION 8. RIGHTS. Any person, farm or corporation having joined the Association shall therefore become subject to the rules of the By-laws then in force or later adopted by the said Association and shall be subject to expulsion and/or suspension from the organization as provided by theses By-Laws.

SECTION 9. VOTING RIGHTS. Members 19 years and older (as of January 1st) shall be entitled to vote. Each single membership shall receive one (1) right. Family, farm or corporation memberships shall receive two (2) rights.

ARTICLE IV

MEMBER MEETINGS

SECTION 1. ANNUAL MEETING. An annual meeting of the members shall be held each year for the purpose of transacting such business that may lawfully come before the meeting. The meeting may be held on a Sunday or a Holiday.

SECTION 2. SPECIAL MEETING. Special meetings of the members may be called either by the President, by any five (5) members of the Board of Directors or on petition to the President by not less than fifteen (15%) percent of the members having voting rights.

SECTION 3. PLACE OF MEETING. The Board of Directors may designate any place, within the boundaries of the Association, as the place of meeting for any annual meeting or for any special meeting called by the Board of Directors. If no designation is made or if a special meeting be otherwise called, the place of meeting shall be the registered office of the Association. In any event, if all of the members shall meet at any time and place, and consent to the holding of a meeting, such a meeting shall be void without call or notice, and at such meeting any Association action may be taken.

SECTION 4. NOTICE OF MEETINGS. Written or printed notice stating the place, day and hour of any meeting of members shall be delivered, either personally or by mail, to each member entitled to vote at such meeting, not less than ten (10) nor more than thirty (30) days before the date of the meeting, by or at the direction of the President, or the Secretary, or the officers or persons calling the meeting. In case of a special meeting, such notice shall be not less than seven (7) nor more than fourteen (14) days before the meeting and the purpose or purposes for which the special meeting is called shall be stated in the notice. Notice of a meeting shall be deemed delivered when deposited in the U.S. Mail, addressed to the member at his address as it appears on the records of the Association, with postage thereon prepaid.

SECTION 5. INFORMAL ACTION BY MEMBERS. Any action required to be taken at a meeting of the members of the Association, or any other action which may be taken at a meeting of the members, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the members entitled to vote with respect to the subject matter thereof.

SECTION 6. QUORUM. A quorum shall consist of 10 voting members in order to conduct a business meeting.

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