CONSTITUTION AND BY-LAWS OF THE
__________________________________
(Amateur club name)

Article I
Name, Purpose, Location, Incorporation
Section 1- Name: 
This Affiliate Palomino Association -Amateur hereinafter referred to as APA-A shall be called 
the _____________________________________________________Association. 
The official four or five letter abbreviation shall be ________________________.

Section 2:
This APA-A is chartered under the umbrella of _________________________________.
(Parent affiliate Palomino association)

Section 3 - Purpose:
This APA-A is organized for the purpose of promoting, stimulating interest and providing means for
improving the Palomino Horse and further the interest of its members through cooperation and 
consistent with the Palomino Horse Breeders of America, Inc.-Amateur (PHBA-A).

Section 4: 
There shall be no capital stock, and in lieu thereof, written evidence of membership shall be given to 
each member upon payment of current dues.

Section 5 - Location:
This APA-A shall cover the area or state of ____________________________________.

Section 6:
The fiscal year shall begin ___________________ of the current year.

Article II
Membership

Section 1 - Membership:
The membership is open to any amateur member of the APA-A. Concurrent membership in PHBA-A 
and this APA-A is required. 

Section 2 - Membership Types:
Amateur memberships shall include membership in both this APA-A and PHBA-A. The membership 
fee and dues of such APA-A shall not exceed those of PHBA-A. Membership fees are due and 
payable on or before January 1 of each year and paid directly to PHBA-A, 15253 E. Skelly Dr., 
Tulsa, OK 74116-2620, (918) 438-1234. 

Section 3:
Membership is required within this APA-A to hold an elected office.

Section 4 - Associate memberships:
Associate memberships will be available to in state or out-or state residents for equal benefits, 
such as, but not limited to, year-end awards, and futurity programs.

 
Article III
APA-A Officers, PHBA-A Directors, Elections

Section 1 - Officers:
The APA-A Executive Board shall be the following officers: President, 3 Vice- President(s), 
Secretary, Treasurer, Reporter, and any such other officers as may be authorized by the 
board of Directors and who shall be elected by the Board of Directors. Offices shall be 
nominated from the floor at the yearly membership meeting and the officers shall service 
for a period of________ year(s) and until their successors are elected. 

Section 2- Duties and Power of the Officers:
(a) President: the President shall be the chief executive officer of the APA-A and shall have 
general direction and charge of the conduct and operation of the APA-A, subject to the authority 
of the Board of Directors. The President shall have the authority to execute all documents of 
every nature in its behalf, and shall see that all directives and resolutions of the board of directors 
are carried into effect. She/He shall preside over as chairman at all meetings of the members and
of the Board of Directors. 

(b) Vice president(s): In the absence or inability to act of the President, the Vice President(s), in the 
order of their designation, shall perform the duties of the President. They shall perform such duties 
as may be assigned by the President or Board of Directors.
(1) There shall be a First, Second, and Third Vice-President.

(c) Secretary: The Secretary shall be directly responsible to the President for the operation and 
management of the business of office. The Secretary shall keep a record of the minutes of the 
APA-A meetings, state and federal documents, or any other reports that may be required, 
and conduct the correspondence of the APA-A. The Secretary shall give notice of all regular 
and special meetings to the members of the APA-A, Board of Directors, or Executive Board. 
The Secretary shall keep a record of all the members and their addresses.

(d) Treasurer: The Treasurer shall collect, hold and disburse, under the direction of the APA Board of 
Directors, all monies of the APA, keep books or accounts, submit a statement of accounts at regular 
meetings, exhibit a full account of receipts and disbursements during the fiscal year past and file 
annual IRS report. The Treasurer shall prepare an annual budget, and have the records audited 
annually by a third-party disinterested person.

(e) Reporter: The Reporter shall maintain a scrapbook of all the activities of the APA-A.

(f) ____________________________________
(Other officer)

(g) ____________________________________
(Other officer)

Section 3 -PHBA-A National Directors:
At the annual meeting there shall be PHBA-A National Directors elected to represent this APA-A 
at PHBA-A meetings. Each National Director shall be a member of PHBA-A and this APA-A. 
PHBA-A National directors shall be nominated from the floor at the yearly membership 
meeting and the officers shall service for a period of one (1) year and until their 
successors are elected and qualified.

Section 4:
The term of office shall begin January 1 of each year.

Section 5 - Vacancies:
A Vacancy in the Executive Board or the Board of Directors shall be filled at a regular meeting. A 
member shall hold office for the un-expired term of his predecessor or until his successor is 
elected.

Section 6:
Final and ultimate authority rests with the members of this APA-A and they may amend the 
Constitution subject to the approval of the APA-A Board of Directors and PHBA-A Board of Directors.

 
Article IV
APA-A Board of Directors

Section 1- Power of the Board of Directors:
The business and property of the club shall be managed and controlled by the board of directors 
and the Executive Board hereinafter created and empowered. Members of the Board of
Directors and the Executive Board may succeed themselves in office but each person 
must be elected and re-elected individually.

Section 2 - Number of directors:
The Board of Directors shall consist of __________ members who are residents of the state 
of _______________________ and all past APA-A presidents.

Section 3 - Chairman: 
The President shall serve as Chairman of the Board, voting only to break a tie.

Section 4 - Term of Office:
The Board of Directors shall serve for __________ year(s) beginning January 1 following their 
election or until their successors are elected.

Section 5:
The Board of Directors shall make no financial commitments extending beyond their term of 
office or leave a deficit to be assumed by successors.

Article V
Committees

Section 1:
The Standing Committees: The President shall submit to the Board of Directors, for 
confirmation, appointment of, but not limited to, the following committees:
(a) Awards
(b) Budget & Finance
(c) Horse Show Rules
(d) Newsletter
(e) World Show

Section 2:
Members of all standing committees shall be members of this APA-A. The duties of all 
committees shall be such as may be delegated by the President and subject to the authority 
and approval of the Board of Directors.

Article VI
Meetings
Section 1 - Notice of Meetings: 
Notice of the annual or regular meetings shall be mailed, postage prepaid, by the Secretary to each 
member of the APA-A at least ten (10) days prior to the last known address of each member in 
good standing, stating time, date and location thereof. Or, notice shall be published in the official 
publication, if one exists, in the month prior to the meeting and shall be construed as acceptable 
legal notice.

Section 2 - Special Meetings:
Notice of the special meetings shall be mailed, postage prepaid, by the Secretary to each 
member of the APA-A at least five (5) days prior to the last known address of each member in 
good standing, stating time, date and location thereof. Notice of each special meeting shall indicate 
briefly the object or objects of discussion. Special meetings may be called by the President, or, 
in his/her absence, a majority of the Executive Board.

Section 3 - Quorum:
For all voting purposes, the members present at any properly called meeting shall be deemed 
a quorum for that meeting.

 
Section 4 - Voting Privileges:
For all voting purposes, only one vote is allotted to each membership. For the annual meeting, 
each member whose dues were paid on or before ninety (90) days of the meeting or sixty (60) 
days prior to a special meeting may vote.

Article VII
Amendments
Section 1:
The Bylaws of APA-A may be amended at any meeting of the membership by a majority of such 
members present providing such amendment has been furnished in writing to said members fifteen 
(15) days prior to such meeting. Amendments presented to the membership without such prior 
notice may be approved by an eighty percent (80%) vote of said members voting.

Article VIII
Rules
Section 1:
The Board of Directors and/or Executive Board is responsible for establishing the rules in 
consonance with and supplementary to the Article of Incorporation any by-laws for the 
general administration of the business of the APA-A. The rules shall be published and 
distributed to the members, with revision published when sufficient changes to the rules 
warrant a new publication the board of Directors and the Executive Board shall conduct an 
annual review of the rules with a view toward updating.

Article IX
Section 1:
Robert's Rules of Order-Revised shall prevail wherever not otherwise provided herein.

Article XI
Indemnification

Section 1: 
Each director, officer, and committee person of said APA-A shall be indemnified by the APA-A 
against all costs, expenses, and liabilities reasonably incurred by him/her in connection with, or 
resulting from, any action, suit, or proceeding to which he/she may be make a party by reason 
of his/her bring or having been a director, officer, or committee person of the APA-A, 
except in relation to matters which shall have been occasioned by the willful misconduct or 
dishonesty of such an officer, director or committee person. The foregoing right indemnification 
shall cover amounts paid in settlement of any such action, suit, proceeding when such settlement 
appears to be in the interest in the club. The foregoing rights shall be in addition to any other rights 
to which such directors, officers, or committee person may be entitled as a matter of law