AMENDED BYLAWS

OF

ROCKY RIDGE SADDLE CLUB, INC.

A Montana Non-Profit Corporation

 

These amended bylaws dated  March 3, 2007 shall replace the original dated bylaws and the amendments to the bylaws of the Rocky Ridge Saddle Club, Inc., a Montana non-profit corporation, dated the 1st day of January 2005, in their entirety.

 

                                                                                Article I

 

 Section 1. Purposes and Powers: The purposes for which the Rocky Ridge Saddle Club, Inc. (herein after designated as RRSC, doing business as the Sanders County Rocky Ridge Saddle Club) is organized and operated for the purposes of, 1) encouraging and stimulating interest and participation in all things having to do with horsemanship, sportsmanship and outdoor recreation, 2) cooperating with other organizations or individuals interested in similar purposes, promoting public charitable services, and 3) engaging in any other lawful activities, none of which shall be for profit, for which corporations may be organized under the Montana Nonprofit Corporation Law.  In furtherance of the foregoing purposes the RRSC shall have and may exercise all of the rights and powers given to nonprofit corporations under the Montana Nonprofit Corporation Law.

 

Section 2. The RRSC shall have and continuously maintain in the State of Montana a registered office as required by the Montana Nonprofit Corporation Law. The registered office will be 89 Government Mountain Rd., Box 106, Noxon Mt. 59853. The registered agent shall be the treasurer.

 

                                                                                Article II

 

Section 1. Officers: The office of president and treasurer, or vice president and secretary shall be for a two-year term each. The election shall take place in the month of November on alternating years.  The three Board of Directors shall be elected one at a time on alternating years for a three-year term each.  The majority of the voting members present at the meeting shall determine the outcome of elections.  

 

Section 2. No officer shall for reason of his office be entitled to receive any salary or compensation.

 

Section3. Duties: The club officers may accept on behalf of the RRSC a contribution, gift, or bequest for any purposes of the RRSC.  The duties of the club officers, based on those set forth in Robert’s Rules of Order, shall be as follows:

 President:

The president shall acquire a working knowledge of parliamentary law and procedure and a thorough understanding of the bylaws and standing rules of the club.  The president shall preside over the meetings; following an agenda, announcing all business, ensuring adherence to the rules of decorum and discipline, and handling all motions fairly.  The president shall keep a list of, and make appointments to, committees. The president may choose to vote to decide a tie vote, but otherwise must give the chair to the vice president in order to vote on a motion.  The president may choose to use “general consent,” when routine matters are considered.  (Form: “If there is no objection, we will…”)  If there is an objection, the president must take the vote.  The president shall preside during nominations and elections even if he or she is a candidate.

Vice President:

In absence of the president the vice president presides and performs the duties of president.  The vice president shall head committees as deemed necessary by the president or the membership.  The vice president shall serve as the director of activities, following the guidelines for that position.

Secretary:

The Secretary shall keep the minutes of the meetings, recording the proceedings (what is done) not the debate (what is said), and shall record the name of the member who introduced a motion, but not the second.  The secretary shall read the minutes of the previous meeting, and read important correspondence (just the gist of it).  In the absence of the president or vice president the secretary shall call to order the meeting and reside until the election of a chairman pro tem.  The secretary shall keep a membership list, notify all members of meetings, and conduct correspondence as directed.

Treasurer:

The treasurer shall receive and bank all monies due the club, and keep accurate records of such funds. The treasurer shall pay the bills and expenses of the club as directed, and reimburse expenses to members only when clearly authorized with receipts attached to expenditure form.  The treasurer shall send accounts payable when due.  A statement of finances shall be given at every meeting, and a complete financial report given at the first scheduled meeting of the year in January.  (An auditor or auditing committee’s written report should be presented following a yearly audit). The treasurer shall keep track of the membership list, and give an updated list to the secretary when updated.  The treasurer shall serve as registered agent to Montana State.

Board of Directors:

A director’s duties shall include 1) giving advice to the officers on club matters if asked, 2) be able to mediate disagreements in the running of the club, and 3) interpreting the rules and regulations of the club. A director may rely on information, opinions, reports, or statements, including financial statements, to acquire data to make a reasonable decision.  The director will act in good faith on all matters.

Section 4. Vacancies: Any vacancy occurring in the offices may be filled by a special election by members conducted consistent with the provisions of these bylaws.

An officer elected to fill a vacancy shall be elected for the unexpired term of the officer.

 

Article III

 

 A member of the club shall be defined as having registered a membership form, having a liability release form, and having paid current membership dues for an individual or a family membership.

 

 Section 1. Voting Rights: An individual membership is entitled to one vote.  A family membership shall entitle all members of the family to two votes per family, despite the number of family members actually registered.  A member must be 16 years of age and present at the meeting when voting is taking place.

 

Section2. General Privileges and Obligations: Members in good standing shall have equal rights and privileges.  All members shall obey and be bound by these bylaws, and by the rules and regulations adopted as needed by the club membership.

  

 

                                                                                Article IV

 

 

A general meeting of the members shall be held once a month, for the purpose of receiving reports relating to the activities of the RRSC and for the transaction of such other business as may come before the meeting.  At any special or general meeting of members a member entitled to a vote may vote only in person and not by proxy.  A majority of voting members present at any meeting shall constitute a quorum.

  

  

Article V

 

                                                 

 The RRSC shall indemnify to the fullest extent permitted by the Montana Nonprofit Corporation Law any person who is made, or threatened to be made, a party to an action, suit or proceeding, whether civil, criminal, administrative, investigative or otherwise (including an action by or in the name of the RRSC), by reason of the fact that the person is or was an officer of the RRSC or serves or served at the request of the RRSC as an officer of any other corporation. The entitlement of any person to indemnification hereunder and the amount of that indemnification shall be determined in accordance with the procedures and other provisions set forth in the Montana Nonprofit Corporation Law in effect at the time of the determination.

 

 

Article VI

 

 

The RRSC shall keep accurate records of account and shall also keep minutes of the proceedings of its meetings, and shall keep all records at its registered principal office in the State of Montana.  Any member, by written request or the member’s agent or attorney, may inspect all books and records of the RRSC by written request for any proper purpose at any reasonable time.   

 

 

Article VII

 

 The fiscal year of the RRSC shall begin on the first day of January and end on the last day of December in each year.

 

 

Article VIII

 

 

The annual dues may be determined as needed by the membership, and will be due and payable to the RRSC by members at the beginning of the year. When any member shall be in default in the payment of dues for a period of 30 days from the date fixed by the club members for the payment of such dues, the member shall thereupon be deemed nonmember and shall not be entitled to the privileges and rights of a member.

 

 

Article IX

 

Upon dissolution or final liquidation of the corporation, after payment or provision for payment of all of the liabilities of the corporation, the remaining assets of the corporation shall be distributed to such tax exempt organization or organizations selected by the Officers and Board of Directors which are related to or share the purposes of this corporation and are exempt from Federal income taxation pursuant to Section 501(c) (3) or Section 509 (a) (2) of the Internal Revenue Code of 1954, or corresponding provisions of any future Federal Tax Laws.

 

 

Article X

 

 

These bylaws may be altered, amended or repealed and new bylaws may be adopted in accordance with the procedures and provisions of the Montana Nonprofit Corporation Law at a duly constituted meeting of members by an affirmative vote of two-thirds, or a majority of the members present at the meeting, whichever is less.  The members shall be provided a copy of the proposed change and given notice of the coming vote as provided for in the Montana Nonprofit Corporation Law. 

 

 

 

 

 

_______________________________________________

President

 

 

_______________________________________________

Vice President

 

 

_______________________________________________

Secretary

 

 

_______________________________________________

Treasurer

SIGNATURES OF OFFICERS 2007