The American Saddlebred Association of Wisconsin, hereafter referred to as ASAW, is incorporated under Chapter 180 of the Wisconsin Statutes. Persons interested in referring to Articles of Incorporation may contact the ASAW Secretary.
ARTICLE I - OBJECT
The object of ASAW is to create, promote and maintain interest in American Saddlebred horses and horse shows, and to work together for the mutual advantages of all who are interested in horses, and also to promote the humane treatment of horses.
ARTICLE II - FISCAL YEAR
The ASAW Fiscal Year shall be from January 1st through December 31st.
ARTICLE III – MEMBERSHIP
Section 1. Dues and Definitions.
Dues rates shall be set by the board as required to maintain a fiscally solvent organization.
The Definition of Memberships shall be Limited to Individual, Family, Farm and Corporate Memberships.
A Family or Farm Membership shall be limited to only the immediate members of (and horses owned by) one family (as defined by the Internal Revenue Service as legally entitled to file a join or head-of-household income tax return). This includes children age 17 and under (as of December 1st).
A corporate membership shall be limited to a legally chartered corporation including owners of the corporation’s stock and those horses shown under their corporate business name.
Each membership shall identify one responsible person (voting member of family, farm or corporation) as its Designated Agent to represent his/her family, farm or corporate group in all matters pertaining to ASAW membership interests and obligations.
Section 2. Membership Certificates and Renewal.
The Secretary shall issue a Membership Certificate to each voting ASAW member, and this certificate shall be non-transferable. Membership renewals shall be mailed to each member after January 1st of each year.
Section 3. Nomination of Horses, Ponies and Equitation Riders for Season Trophy Awards.
Season Trophies shall be awarded only to ASAW members and to horses and ponies owned and nominated by ASAW members. The fee for nominating horses, ponies, and equitation riders for a Season Trophy shall be set by the Board as it deems prudent. Points earned by a contender prior to payment of membership dues and nomination fees for that year shall not be counted toward ASAW Season Trophy Awards. All dues and fees must be in the hands of the ASAW Secretary or postmarked prior to showing for point credit toward Season Trophy Awards. Horses and Ponies must be shown as nominated.
ARTICLE IV - BOARD OF DIRECTORS
Section 1. Number and Term of Directors.
The ASAW Board of Directors shall consists of eighteen (18) members, plus (for one year) the immediate Past President if his/her term has expired. Only ASAW members in good standing shall be allowed to serve on the Board. The term for each Director shall be three (3) years. The Membership shall elect six (6) Directors each year to fill the offices of those Directors whose term shall expire. A new Board shall consist of six (6) Directors for each unexpired three (3), two (2), and one (1) year terms, plus the immediate Past President if his/her term has expired.
Section 2. Officers of the Board.
Each new Board shall meet following the election to elect the President, Vice-President, Secretary and Treasurer to serve as Officers for the coming year. Any two offices may be held by the same member if said offices do not conflict.
Section 3. Assumption of Positions and Responsibilities.
A new Board and its duly elected Officers shall assume responsibility for administration of ASAW affairs immediately following election.
Section 4. Resignation from Board.
A Director may resign at any time by filing a written resignation with the Secretary. Resignation from membership in ASAW by a Director shall be automatically accepted as resignation from the Board.
Section 5. Absence from Board Meeting.
Any Director who misses three (3) meetings in a year shall forfeit office subject to review action by the Board.
Section 6. Vacancies in the Board.
Vacancies in the Board may be filled by a majority vote of the remaining Board members. New appointees shall serve the balance of the term vacated.
Section 7. Executive Committee.
The President shall, with the approval of the Board, select an Executive Committee of not less than three (3) nor more five (5) Directors to act for the Board when necessary and inconvenient for the entire Board to meet. The President and Secretary shall be members of the Executive Committee.
Minutes shall be taken at each Executive Committee meeting and the Board shall be informed of the decisions made within ten (10) days. Executive Committee decisions shall be subject to review and approval of the Board.
ARTICLE V. - ELECTION OF BOARD OF DIRECTORS
Section 1. Nomination Committee.
The President shall appoint a Nominating Committee of three (3) Directors. The Nominating Committee shall be approved by a majority vote of the members of the Board of Directors present at its March meeting.
Section 2. Eligibility of Nominees.
All nominees considered for election as Directors shall be current members in good standing with ASAW.
Section 3. Nomination Committee Nominees.
At the October meeting of the Board, the following actions shall be taken:
1) The Nominating Committee shall present its slate after obtaining the consent of each nominee to serve, if elected. The slate must be approved by a majority vote of those Board members present.
2) The Secretary and the Nominating Committee shall be instructed to mail the voting membership (see Section 5) by October 22nd, the slate of Directors approved by the Board along with instructions and a standardized nomination form for making additional nominations for Directors. (see Section 6)
Section 4. Voters Eligibility.
Each Membership shall have one vote. For Individual, Family, Farm and Corporate memberships, the Designated Voter shall be sent the official ballot. To be eligible to vote, dues for the current year must be paid.
Section 5. General Membership Nominations.
Nominations for up to three (3) Directors (in additional to the six (6) Board nominees) will be accepted from the General Membership. Each nomination requires the signature of ten (10) voting members by submitting a proposal in writing to the Secretary, together with the written consent of such nominee(s). Such nominee(s) must meet the qualifications under Section 2, and the nominations(s) must be postmarked no later than November 15th. If more than three nominations are received, the postmark will be used to determine the first three nominations. If more than three are received with the same postmark date, the decision for the final three nominees would be at the discretion of the Nominating committee. If no additional nominations are received from the General Membership, the slate is considered accepted and the nominees take office on January 1st and continue in office for the term.
Section 6. Ballot Committee.
If additional nominations are made, the President shall appoint a Ballot Committee to supervise the election process. The Ballot Committee shall consist of one member of the Board and two members at large. At the November Board meeting, the President shall present the Ballot Committee appointees who must be approved by a majority of those Board members present.
Section 7. Balloting the Membership.
The President shall prepare the ballots, containing the names of nominees arranged alphabetically and including brief biographical information provided by each nominee. A small envelope along with a larger envelope identified as the ASAW Ballot envelope, shall be supplied with each ballot. The reverse side of the large Ballot envelope shall have the eligible voters name typed on it and shall provide space for the voter’s signature. The front side of the envelope shall be addressed to the Ballot Committee Chairman and marked “Ballot enclosed”. The ballot will instruct the voter to seal the marked ballot in the smaller envelope and place this envelope in the larger ASAW Ballot envelope. The back of the larger ASAW envelope must be signed and dated before mailing.
The ballot shall state that the ballot will not be counted unless the ASAW envelope is signed by the eligible voter. See Section 4 for definition of eligibility.
The ballots will be mailed by the Secretary and Nominating Committee to all voting members by November 25th. Voting will be by mailed ballot only, and the ballot must be returned to the Chairman of the Ballot Committee and be postmarked by December 10th. The Ballot Committee Chairman shall hold the ballots in their sealed postmarked envelopes for counting by the entire Ballot Committee.
The results of the election shall be announced in the next ASAW Board-notes. The Ballots shall be retained until January 1st and then destroyed. The Directors shall take office on January 1st and continue for the term.
ARTICLE VI - DUTIES OF BOARD OFFICERS
Section 1. President.
The President shall preside at all meetings of the Board and shall have general supervision of all ASAW affairs. The President shall appoint all standing Committees and a Chair-person for each committee. The President shall appoint two (2) Directors to make an annual audit of all ASAW financial transactions including ASAW horse shows and report its findings to the Board at its February meeting.
Section 2. Vice President.
The Vice President shall assume and discharge the duties of the President in the event of his/her absence.
Section 3. Secretary.
The Secretary shall give seven (7) days notice of all regular meetings of the Board to each Director, take minutes of all Board meetings and keep all correspondence and records of ASAW. The Secretary shall inform the Membership, before show season, of the names and addresses of ASAW Officers, and “A” and “B” Horse Show Coordinators and Point Chair-persons.
Section 4. Treasurer.
The Treasurer shall be responsible for all monies of ASAW, collect all dues and fees, pay all bills, and keep an itemized record in a permanent file of all ASAW receipts and expenditures.
Section 5. Executive Secretary. The Board of Directors at its discretion shall have the ability to appoint an Executive Secretary who will be under the supervision and direction of the Secretary of the Board. This position is a non/director - non/officer position.
ARTICLE VII - MEETINGS
Section 1. Annual Meetings.
The annual meeting of the Association shall be held each year on such day and at such time and place as the Board may designate.
Section 2. Special Business Meetings.
Special Business Meetings of the General Membership may be called by a majority vote of the Board or by 50% petition of ASAW voting members.
Section 3. Board Meetings.
Regular Board of Director meetings shall be held on call of The President.
Special Board of Director meetings may be called by the President or by a majority vote of the Directors or ASAW Membership if advance notice of at least three (3) days is given each Director.
Meetings of the Board may be held at any time and place by consent and presence of the Directors.
Section 4. Awards Meetings.
Season Trophies shall be awarded each year at the Annual Meeting or at a special ASAW event as shall be decided by the majority vote of the Board.
ARTICLE VIII - QUORUMS
Section 1. General Membership Meetings.
Voting members present at any regular Membership meeting shall constitute a quorum.
Section 2. Board Meetings.
The presence of a simple majority of the current number of occupied Director positions at a Board meeting shall constitute a quorum.
ARTICLE IX - RULES AND BY-LAWS
Section 1. Rules adopted by Board.
ASAW Rules adopted by a majority Directors vote shall be binding upon the Membership. Any Rules put forth by the Board of Directors majority vote may be amended or rescinded by a majority vote of the eligible voting members present at any regular or special General Membership meeting.
Section 2. Amendments.
These rules may be amended or repealed or changed at any meeting of the Board prior to February 1st of the year in which they are to take effect.
Section 3. Changes in By-Laws.
ASAW By-Laws amended by a majority vote of the Board of Directors shall be approved by a majority quorum vote of the Membership before adoption and incorporation into the ASAW Rule Book.
Section 4. Notification of Changes and Revisions.
It shall be the responsibility of the Secretary to inform the Membership of all Rule changes and proposed By-Laws revisions and changes within at least sixty (60) days of their adoption.