Amended and Substituted Articles of Incorporation of The Iowa Quarter Horse Association

 

Article I - Name

The name of the Corporation shall be THE IOWA QUARTER HORSE ASSOCIATION.

Article II - Object and Purpose

SECTION 1: The general object and purpose of this organization shall be to promote the American Quarter Horse as registered by the American Quarter Horse Association, Amarillo, Texas. To achieve this purpose, the object of this Association shall be to encourage the promotion of the Quarter Horse breed that it may excel in conformation and performance ability; to sponsor shows, sales, and related events; to conduct research; and to do any and all things commensurate therewith.

SECTION 2: All the proceedings of this Association will be in harmony with the policies and activities of the American Quarter Horse Association.

SECTION 3: This Association shall have all the rights, powers and privileges now or hereafter upon corporations of a like character by law pertaining to non-profit organizations.

Article III - Principal Place of Business

The principal place of business of this Association shall be Kildee Hall, Iowa State University, Ames, Story County, Iowa.

Article IV - Membership

Any person, firm or corporation interested in the objects and purposes of this organization may be a member hereof and may be eligible for membership by paying the annual dues to the secretary-treasurer as prescribed by the by-laws of this Association. Such membership shall be subject to such terms and conditions as the Association may determine and set forth in the by-laws. Each membership shall be entitled to one vote on matters of corporate business.

Article V - Existence

This Association shall commence existence on the date of the issuance of amended and substituted articles of incorporation and shall endure for fifty (50) years unless sooner dissolved by three-fourths (3/4) vote of the members.

Article VI - Officers and Directors

SECTION 1: The officers of this Association shall be President, Vice-President, and Secretary-Treasurer, also referred to as Executive Committee.

SECTION 2: The business of this Association shall be conducted by the Officers and a Board of Directors consisting of persons elected by the members as hereinafter stated.

SECTION 3: Directors and Districts: For the purpose of determining the representation on the Board of Directors of this Association, eight districts are hereby established as follows:

District No. 1: Iowa, Johnson, Cedar, Scott, Muscatine, Washington, Louisa, Jefferson, Henry, Des Moines, Van Buren and Lee Counties.

District No. 2: Winneshiek, Allamakee, Fayette, Clayton, Buchanan, Delaware, Dubuque, Jackson, Clinton, Jones, Linn and Benton Counties.

District No. 3: Worth, Mitchell, Howard, Cerro Gordo, Floyd, Chickasaw, Franklin, Butler, Bremer, Hardin, Grundy, Black Hawk, Marshall and Tama Counties.

District No. 4: Jasper, Poweshiek, Mahaska, Keokuk, Union, Clarke, Lucas, Monroe, Wapello, Ringgold, Decatur, Wayne, Appanoose and Davis Counties.

District No. 5: Story, Dallas, Polk, Madison, Warren and Marion Counties.

District No. 6: Emmet, Kossuth, Palo Alto, Winnebago, Hancock, Wright, Humboldt, Pocahantes, Calhoun, Webster, Hamilton, Crawford, Carroll, Greene and Boone Counties.

District No. 7: Monona, Harrison, Shelby, Audubon, Guthrie, Pottawattamie, Cass, Adair, Mills, Adams, Montgomery, Fremont, Page and Taylor Counties.

District No. 8: Lyon, Dickinson, Sioux, Clay, Plymouth, Cherokee, Buena Vista, Woodbury, Ida and Sac Counties.

SECTION 4: Each District shall be represented by one person on the Board of Directors. The members from each district shall, at or prior to, the Annual Meeting of every other year, elect a member from their district to serve on the Board of Directors of this Association for the next two years succeeding calendar years. The Director from each odd numbered districts shall be elected for a two-year term to commence on each odd numbered year. Directors from even-numbered Districts shall be elected for a two-year term to commence on each even numbered year. Directors in those districts which have unexpired terms as of the effective date of these Articles shall complete their terms. Short interim terms shall be permitted in those districts where it is necessary until such time as the terms correspond with odd numbered years for odd numbered districts and even numbered years for even numbered districts.

SECTION 5: District Directors shall be elected at or before the Annual Meeting of the Association.

SECTION 6: Directors-at-Large: At the Annual Meeting each year, four (4) Directors-at-Large shall be elected from the membership without reference to their residence to serve on the Board of Directors for the next succeeding year.

SECTION 7: The outgoing President shall act as an ex-officio member of the Board of Directors.

SECTION 8: The Officers and Directors shall have the power to act upon any business that may come before it.

SECTION 9: Vacancies upon the Board of Directors may be filled by appointment of the Officers and Board of Directors from the District from which the vacancy occurs; or if the vacancy occurs in the office of a Director-at-Large, then from the membership at

large. The appointment shall be for the remainder of the unexpired term.

SECTION 10: An IQHA Director or Officer who fails to attend three (3) consecutive board meetings without a valid excuse will be automatically dropped. Directors will be replaced by the Board with a member from the same district and Officers will be replaced by board appointment from membership at large.

Article VII - Meetings

SECTION 1: The Annual Meeting for the election of Officers and Directors and such other business as may come before such meetings shall be held in the month of January on a date to be chosen by the Board of Directors, or as near thereto as is possible, and all members in good standing shall be notified of the time, place and date.

SECTION 2: Notice of the annual meeting shall by given by publication in the Iowa Quarter Horse News in a conspicuous place in that monthly issue thereof which immediately proceeds the month in which the annual meeting shall be held. Notice shall be deemed to be delivered when it or the issue of the Iowa Quarter Horse News containing such notice shall be deposited in the United States Mail addressed to the member (or in the case of multiple members residing at one residence, to one member at the household) at his address as it appears on the records of the Association with postage prepaid.

SECTION 3: The Annual Meeting to be called in January of 1991 will be held for the purpose of transacting such business as may come before it with the exception of the election of Directors. The Directors elected at the 1990 Annual Meeting held in November 1990 will serve until the 1992 Annual Meeting held in January 1992.

Article VIII - Members Liability

The private property of the members and officers of the Association shall be exempted from liability for corporate debts, contracts, obligations or liabilities.

Article IX - By-Laws

The members of this Association may adopt by-laws not inconsistent with these Articles of Incorporation or the laws of the State of Iowa at any regular meeting or special meeting called for that purpose.

Article X - Amendments to Articles of Incorporation

These Articles may be amended by a two-thirds vote of the members present at any regular meeting or at any special meeting called for that purpose.

Article XI

That as such time as this corporation ceases to exist, or is dissolved by a vote of its membership, pursuant to Article X of these Articles of Incorporation, the assets remaining in the hands of the corporation which are not necessary to pay any expenses, costs of dissolution, or other remaining obligations of the corporation, shall be distributed and donated within thirty days of dissolution, to the Iowa State College, Ames, Iowa to the Animal Science and the College of Veterinary Medicine in equal shares.

 

 

 

The Iowa Quarter Horse News has been replaced as the official publication of the Iowa Quarter Horse Association by The Iowa Quarter Horse Magazine, effective March 1, 1999.

 

 

 

By-Laws of The Iowa Quarter Horse Association

 

I. Preamble

  Whereas, the members of the Iowa Quarter Horse Association having heretofore associated themselves together as a body corporate, do hereby adopt the following by-laws for the conduct of its organization.

II. Order of Business

  Meetings shall be conducted according to Robert’s Rules of Order, Revised, or as near thereto to as is reasonably possible.

III. Committees

  SECTION 1. The President shall appoint such special committees as he considers necessary to carry out the activities of the organization, subject to Board approval.

  SECTION 2. The Board shall have the authority to hire employees as needed to carry out the business of the Association as directed by the Board and the authority to terminate if need arises.

IV. Members and Voting

  SECTION 1. Any person, firm, or corporation may become a member of this Association by paying the annual dues as fixed by the Officers and Directors. Only one membership may be owned by one individual person, firm or corporation, provided, however, that a family may be granted one membership by paying the dues fixed by the Officers and Directors. Each membership shall be entitled to one vote only upon questions of Association business.

  SECTION 2. Membership in the Association is a privilege, not a right, application for which shall be made on forms and by fees and procedures prescribed from time to time by the Association. Membership, or application therefore, may be terminated or rejected by the Executive Committee or Board of Directors for cause detrimental to the interest of the Association, its programs, policies, objectives, and harmonious relationship of its members, as determined by the Executive Committee or Board. Termination or application rejection proceedings under this paragraph shall be conducted under the Association’s disciplinary procedures for notice, hearing, and temporary suspension; the effect of termination or rejection may be denial of the privileges of the Association as set forth in Association disciplinary procedures.

  General privileges and responsibilities of members and non-members are as follows:

  While in good standing, all members shall have equal rights, interests and responsibilities with respect to the Association and its property; shall obey and be bound by all By-Laws, rules and regulations of the Association and decisions or actions of the Board of Directors or Executive Committee; shall have the right to vote by personal attendance at membership meetings; and shall have the right to hold office and committee assignments, except otherwise limited.

  In regard to individuals who are non-members or participate in Association approved events, by such actions and in regard to such actions, do thereby agree to be bound by all By-Laws, rules and regulations of the Association and decisions and actions of the Board of Directors or Executive Committee.

  The Association has adopted the following provision for the mutual benefit of members and the intention of reducing the Association’s litigation expenses, which members participating in Association activities. Every member, by joining the Association, or non-member, or by participating in Association events, does thereby agree:

1. If unsuccessful in an attempt to overturn Association decisions, actions, rules or regulations, to reimburse the Association for its reasonable attorney’s fees, court costs and other expenses in defense of such suit; and

2. That he will not commence any action, whether in law or equity, against the Association in any courts other than the Federal and State courts located in Polk County, Iowa.

  Any member may be suspended and denied privileges of the Association and any non-member may be denied the privileges of the Association by the Executive Committee of the Association or to an approved show or for giving a worthless check for entry fees, stall fees, office charges, stock charges or any other fees or charges; including bank charges for returned checks connected with the exhibition of horses.

  A member or non-member shall not conspire with another person or persons to intentionally violate the rules of the Association, or to knowingly contribute or cooperate with another person or persons, either by affirmative action or inaction, to violate the rules of the Association. Violation of this rule shall subject such member or non-member to disciplinary action.

  Whenever anyone shall be accused of any violation, he shall be given not less than fifteen (15) days notice of a time and place for hearing such accusation by the Executive Committee or by an appropriate committee, at which time and place he shall have the opportunity, in person or by counsel, to be heard and to present evidence in his own behalf and to hear and refute evidence against him.

  Every person who is suspended or otherwise disciplined by the American Quarter Horse Association, for unsportsmanlike conduct at a show or contest shall be considered as suspended or disciplined by the Iowa Quarter Horse Association, upon official notice to this Association from the American Quarter Horse Association of any such disciplinary action.

  When an exhibitor is guilty of unsportsmanlike conduct, the IQHA can suspend the right of such exhibitor or other representative, to participate in future approved shows for a period judged appropriate.

  These foregoing rules are subject to interpretation or change, if unusual or unforeseen circumstances arise. Any such interpretation of the change shall be made by the Board of Directors of the Iowa Quarter Horse Association. Any rules not covered by the General Rules or the Articles and By-Laws of the IQHA will be covered by the rules of the American Quarter Horse Association.

  During the period of expulsion, suspension or denial of Association privileges, failure to comply with these restrictions of said

disciplinary action may constitute grounds for further disciplinary action.

V. Powers of the Board

  SECTION 1. The Board of Directors shall have the power and authority to direct affairs of the organization as they may deem expedient concerning the conduct, management, and activities of the organization, the admission, classification, qualification, suspension and expulsion of members, removal of officers, expenditure of money, and other details relating to the general purposes of the organization, subject to the approval of the Board. All Iowa Quarter Horse Association checks require two (2) signatures, that of the President and that of the Executive Secretary. In the event that the position of Executive Secretary is open the elected Secretary-Treasurer  of the IQHA may sign as the second signature.

  SECTION 2. Charges against any member shall be in writing, signed by the complaining party in the presence of a Notary Public and delivered to the President either in person or by mail. The President shall bring such charges to the attention of the Board of Directors without undue delay.

  SECTION 3. Whenever a charge has been made against any member for having done any of the things set forth above, the Board of Directors shall notify the member in writing of said charges and fix a time and place for hearing thereon. At such hearing the accused shall be entitled to see and hear all evidence against him or her, and shall be entitled to be heard and produce evidence in his or her own behalf. The accused shall be given not less than fifteen (15) days notice of the hearing computed from the date of the mailing thereof. The mailing of this notice with sufficient postage thereon addressed to the member at his last address as shown upon the records of this Association shall be sufficient service of such notice.

  The Board of Directors shall have power to reinstate any member who has been expelled.

  The Board of Directors shall have power to remove from office any Director or Officer of this association who shall: (a) Fail to pay his annual dues; (b) Requests to be relieved from office; (c) Removes his permanent residence from this State

VI. Dues

  Dues for membership in this Association shall be fixed by the Officers and Directors.

VII. Amendments

  These by-laws become effective immediately upon adoption and ratification by a two-thirds vote of the members present at any Annual Meeting or special meeting of this Association called for that purpose.

 

1999