ELLIS RIVER RIDERS, INC.

Bylaws 1985-1986 Revision 3/7/2007

Article I: Name:

The name of this club shall be The Ellis River Riders. Its principal office will be in Andover, Maine and its meetings will be held in that area.

Article II: Object:

The object of the club is to encourage horseback riding in the Andover, Bethel & Rumford areas. To encourage and aid in the use and care of all breeds of horses and ponies. To encourage and aid in the planning of trail rides and map trails. To hold clinics on care, training, and riding for pleasure & show purposes.

Article III: Membership:

Section I: Any person who is interested in horses and the purposes of this club is eligible to become a member with full voting privileges. Dues are due and payable on January 1st of each year. If not paid within 30 days after that date the delinquent member will be stricken from the Roll and will cease to be a member. Simply paying the current year’s dues may reinstate any person thus terminated.

Section II: Types of Membership, there shall be two types:

A: Single Membership at $20.00

B: Family Membership at $25.00

Section III: Description of memberships: Family membership will include husband, wife or significant other living in the same household and children supported by the household.

Section IV: Membership Privileges: Each family membership shall have as many votes as there are enrolled members. There are no voting age limits, however, voter must be able to understand, read and complete the ballots independently. Only memberships that are paid will be eligible to vote

Section V: Membership is not transferable

Section VI: If evidence is presented to the Board of Directors that a member is abusing the privilege of the membership or exhibits conduct that clearly reflects discredit on Ellis River Riders, or disservice to the membership, the President will refer to the Ethics Committee, not principles in the dispute, to investigate the validity and seriousness of the charges and recommend appropriate action to the Board of Directors.

The Board of Directors must choose to either accept and implement the Ethics Committee’s recommendations as presented, or take no action. If the recommendation is revocation of membership, the member will be informed by certified mail of the charges and provided the opportunity to appear before the Board of Directors and show cause why membership should not be revoked. Under no circumstances will the charges against any member be disclosed in published records of the Ellis River Review or announced at any general meeting except at the written request of the accused stating that the Ellis River Riders and the Board of Directors will be held blameless for any such disclosures.

Section VII: Questions on rules and procedures not specifically resolved by these by-laws shall be resolved in accordance with the Ellis River Riders Policies and Procedures Manual.

Article IV: Meetings:

Section 1: Meetings shall be held on the second Monday of each month at the Andover Fire Station at 7:00PM to plan activities for the following month(s). Meetings will be held unless cancelled for weather conditions, of which cancellations will be announced via 100.7 WOXO Radio station and www.ellisriverriders.com.

Section 1A: The President may at his/her discretion, hold an informal membership meeting in conjunction with any Ellis River Riders event, to gather ideas and information. The unscheduled membership meetings will not take the place of the scheduled General Membership meeting.

Section 1B: Regular, Special or Director’s meetings may be called by the President, and by the Board of Directors provided that notice of such meeting is given in writing at least 7 days prior to the date of the proposed meeting. E-mail is considered a means of providing notice to the Boards of Directors that provide email addresses. The Board of Directors without email will be notified by mail through the US Postal Service.

Section 1C: All meetings will be tape recorded (cassette tape) for the purpose of official minutes. Minutes of meetings will be distributed in a timely manner; however, editorial creation and distribution of minutes are at the discretion of the secretary.

Section 1D: A quorum of 6 for conducting Elections and other business of the organization will consist of the paid – up membership at a General Membership Meeting and Directors in good standing at the Board of Directors Meetings.

Article V: Notice of Meetings

At meetings of which notice is required, such notice shall be included in the official Club newsletter "River Riders Review’ and mailed to each membership household and at www.ellisriverriders.com.

Article VI: Financial

Section 1: No part of the net earnings of the organization shall inure to benefit of, or be distributable to its members, directors, officers, or other private persons except that the organization shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distribution in furtherance of the purpose set forth in Article Second hereof.

Section 2: Gifts. The Board of Directors may accept on behalf of the club a contribution, gift, bequest or devise for the general purposes or any special purpose of the club.

Section 3: Spending of funds. All spending of club funds will be authorized by the Board of Directors with the exception that any committee chairperson may spend up to $50.00 with the expressed consent of two officers, on items needed by such committee if necessary between the times of the general membership and Board of Directors monthly meetings.

Section 4: Distribution of Assets of Dissolution: Upon dissolution or final liquidation any funds remaining after payments of any debts or obligations shall be distributed as follows: (1) One half to the Maine State Society for the Protection of Animals in Windham ME. (2) One half to Tufts University for Equine Research.

Article VII: Officers and Directors

Section 1: The officers of the organizations shall be President, Vice President, Secretary, Treasurer and Historian. Officers will be elected by ballot of the membership annually and serve the term of one year beginning January 1st, or until their successor is chosen.

Section 2: The Board of Directors shall consist of elected officers of the club, committee chairs and positions. The past president shall automatically go on the board for one year.

Section 3: The Directors shall continue in office until their successors have been elected and shall have entered upon discharge of their duties. Any director whom has missed three (3) consecutive meetings, without just cause, will automatically be dropped.

Section 4: All officers, chairs and positions will take effect January 1^{st. Dues must be paid by January 31st or seat will become vacant and a new election will be held.}

Section 5: All officer, charis or board members who are unable or unwilling to continue in such capacity should probide notice in writing to the Board of Directors in an expedient manner. The Board of Directors may then appoint another member in good standing to fill said position until formal elections are held.

Section 6: The President or Vice President, in the president’s absence, has the authority to call a Board meeting in Executive Session. Executive session meetings will be open to the Board of Directors only, no exceptions. Executive session meetings will closed to the general membership.

Article VIII - Duties

Section 1: The Board of Directors and standing committees shall direct property, funds and affairs of the club.

Section 2: The Board of Directors shall take whatever action is deemed necessary to carry out the primary purpose of the club.

Section 3: The organization is empowered to make any necessary law or rules for carrying out the affairs and business of the organization by a majority vote of all members present and in good standing at any regular meeting at which there is a quorum present.

Section 4: President and Vice President: The President shall preside at all meetings of the members and directors. He/She shall, with the treasurer, sign all contracts, checks and obligations of the corporation and perform such other duties as may be assigned to him by the Board of Directors. The president shall be familiar with the rules and by-laws of the organization, of the rules of order and procedures of motions. The president shall determine if proper notice has been given, and if a quorum is present at all meetings. The president shall serve Ex-Officio on all committees and be responsible for the fulfillment of all committees, and be responsible for all reports from officers and committee chairpersons, properly present them and place them on file. In the absence or disability of the president, the Vice President shall have and exercise all powers and duties of the president.

Section 5: Secretary or Treasurer: The Secretary or Treasurer shall prepare for the president, a statement of order and business to take to the meetings. The secretary shall take roll call of all members, keep the minutes of all previous meetings, keep a list of all committees and their members and keep the by-laws of the organization. He/she shall also in the absence of the President and Vice President call the meeting to order and appoint a chairman to preside. He/she shall keep an accurate record of all meetings of the members and the Board of Directors.

5a: The Treasurer shall keep accurate records of all monies and debts. A bank account shall be kept in the name of the organization. He/she shall, with the President, sign all contracts, checks and obligations of the corporation and shall keep records of all transactions, receive safely; keep all monies, rights and properties belonging to the organization. He/she shall give notices required by law and notices required by the by-laws of this organization. He/She shall make a simple report at each general membership meeting. He/she may retain a sum not to exceed $200.00 for petty cash.

5B: In the absence of the Secretary or Treasurer, a Secretary or a Treasurer, Pro-Tempe shall be chosen.

Section 6: Historian: The historian shall keep a book to record the history of the club. To have newspaper clips, photos and compile an interesting story of the club's activities from year to year.

Section 7: Committees: The chairperson of all committees except for the Ethics Committee will be appointed by ballot by the general membership.

7A: The Board of Directors may appoint Special committees. The committee chairperson may appoint a sub-Committee.

7B: All committee chairmen will provide a list of committed committee members. Committee membership shall consist of committed past members of the committee (in good standing). Additional members of the committee will be selected by lottery except in the case of the Ethics Committee. Ethics Committee members will be chosen by vote of the current committee membership and notification given to the Board of Directors upon election of any new members. Membership of any committee will not exceed 15 (fifteen) members.

7C: Minutes of all meetings must be submitted to the president within 3 days prior to a general membership meeting. Ethics Committee minutes are kept by the Chairperson of said committee and only findings of the meetings are presented to the Board of Directors.

7D: Committee Chairs with the expressed consent of two officers are authorized to spend up to $50.00 for committee supplies.

Article IX: Amendments:

Section 1: Proposed amendments to these by-laws shall be submitted in writing to the Secretary so that they may appear on the agenda of the next meeting.

Section 2: The Board of Directors shall submit the proposed amendments to the general membership at the next scheduled general membership meeting.

Section 3: Following the recommendations and report of the Board of Directors at the next general membership meeting, the amendment shall be put to a vote. The Board of Directors will have the final vote on all amendments.

Article X: Bond and Insurance

Section 1: The club may provide at its own expense a Commercial Blanket Bond in an amount to be determined by the Board of Directors covering the President, Vice President, Secretary, Treasurer, Historian, Directors and employees of the club, and / or such officers or other persons as may be determined by the board of Directors. The Club may likewise provide at its own expense any commercial insurance coverage deemed necessary by the Board of Directors

Article XI: By-Law Approval

Section 1: These by-laws shall be considered adopted upon approval of two-thirds of all members present at a meeting call for the express purpose of considering and adopting a constitution.