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CONSTITUTION AND BY-LAWS OF THE
PALOMINO EXHIBITORS ASSOCIATION OF MISSOURI
FEBRUARY 21, 1998
(REVISED JUNE, 1998 PER PHBA BY-LAWS & LEGAL)
(REVISED DECEMBER 9, 2000 - PHBA APPROVED MARCH, 2001)
(REVISED DECEMBER 6, 2003 -TO COMPLY WITH PHBA REQUIREMENTS)
(REVISED & APPROVED BY PEAM’S GENERAL MEMBERSHIP MEETING –
DECEMBER 8, 2007 – PHBA APPROVED MARCH, 2008)

ARTICLE I: NAME, PURPOSE, LOCATION, INCORPORATION

SECTION 1. NAME: THIS AFFILIATE PALOMINO ASSOCIATION HEREINAFTER REFERRED TO AS APA SHALL BE CALLED THE PALOMINO EXHIBITORS ASSOCIATION OF MISSOURI. THE OFFICIAL ABBREVIATION SHALL BE PEAM.

SECTION 2. INCORPORATION: PEAM HAS BEEN CHARTERED AS A NON-PROFIT ORGAN- IZATION UNDER THE LAWS OF THE STATE OF MISSOURI, AS REQUIRED BY ARTICLE XXIV, SECTION 1, IN THE BY-LAWS OF PHBA. (CHARTER # N00058196 ISSUED ON 2/5/98)

SECTION 3. PURPOSE: PEAM 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. (PHBA).

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: PEAM SHALL COVER THE STATE OF MISSOURI. THE PRINCIPLE ADDRESS FOR BUSINESS WITH PEAM WILL BE THE HOME OF THE DULY ELECTED SECRETARY. THE FISCAL YEAR SHALL FOLLOW PHBA'S FISCAL YEAR FORMAT, JANUARY 1, THROUGH DECEMBER 31.

SECTION 6. AUTHORITY: THE ULTIMATE AUTHORITY OF THE PEAM LIES IN ITS MEMBERS, WHO ALONE SHALL BE ABLE TO AMEND ITS BY-LAWS AND TO WHOM ITS EXECUTIVE BOARD SHALL BE ACCOUNTABLE. CURRENT RULES AND REGULATIONS OF THE NATIONAL ASSOCIATION, PHBA, MAY TAKE PRECEDENCE IN CASES WHERE PEAM MAY NOT HAVE DESIGNATED RULES AND/OR REGULATIONS.

SECTION 7. ANIMAL WELFARE: PEAM STRONGLY ADVOCATES THE HUMANE TREATMENT OF ALL HORSES. PEAM RECOGNIZES THAT WHEN THE WELFARE OF THE HORSE HAS THE HIGHEST PRIORITY, SECONDARY BENEFITS INCLUDING FAIR COMPETITION AND TRUE RECOGNITION OF ATHLETIC ABILITIES OF THE HORSE ARE ENHANCED. THROUGH ESTABLISHMENT AND ENFORCEMENT OF STRONG RULES GOVERNING THE EXHIBITION OF PALOMINO HORSES, PEAM HAS TAKEN A FIRM STAND TO ENSURE THAT THE HORSE REGISTERED WITH THE ASSOCIATION WILL BE TREATED WITH THE DIGNITY AND RESPECT THEY DESERVE.

ARTICLE II - MEMBERSHIP

SECTION 1. MEMBERSHIP: THE MEMBERSHIP SHALL CONSIST OF PERSONS, FIRMS, PARTNERSHIPS, RANCHES, AND ORGANIZATIONS THAT ARE INTERESTED IN THE PURPOSE AND OBJECTIVES OF PEAM AND PHBA. CONCURRENT MEMBERSHIP IN PHBA AND PEAM ARE REQUIRED. REGULAR MEMBERSHIPS AND MULTIPLE MEMBERSHIPS WITHIN A FAMILY SHALL INCLUDE MEMBERSHIP IN BOTH PEAM AND PHBA. THE MEMBERSHIP FEE AND DUES OF PEAM SHALL NOT EXCEED THOSE OF PHBA. MEMBERSHIP FEES ARE DUE AND PAYABLE ON OR BEFORE JANUARY 1 OF EACH YEAR AND PAID DIRECTLY TO PHBA, 15253 E. SKELLY DR., TULSA, OK 74116-2620, (918-438-1234).

SECTION 2. MEMBER IN GOOD STANDING: A MEMBER IS A MEMBER IN GOOD STANDING WHEN ALL OF PEAM'S CRITERIA FOR MEMBERSHIP, AS SPECIFIED IN SECTION 1, ARE MET, AND EACH MEMBER IN GOOD STANDING IS ENTITLED TO ONE (1) VOTE IN ALL MATTERS GOVERNED BY THE VOTE OF THE MEMBERSHIP. MEMBERSHIP IS REQUIRED WITHIN PEAM TO HOLD AN ELECTED OR APPOINTED OFFICE.

SECTION 3. ASSOCIATE MEMBERSHIPS: ASSOCIATE MEMBERSHIPS WILL BE AVAILABLE TO OUT-OF-STATE RESIDENTS FOR EQUAL BENEFITS, SUCH AS, BUT NOT LIMITED TO YEAR-END AWARDS, VOTING BENEFITS (SEE SECTION 6). AN ASSOCIATE MEMBER SHALL "NOT" HAVE THE PRIVILEGE OF HOLDING AN OFFICE IN PEAM. A PEAM FORM AND MEMBERSHIP FEE OF $5.00 MUST BE PAID TO PEAM BEFORE AN ASSOCIATE MEMBERSHIP STARTS.

SECTION 4. ELIGIBILITY FOR YEAR-END AWARDS: MUST BE A MEMBER OR ASSOCIATE MEMBER OF PEAM. YOUTH AND AMATEUR CLASSES MUST HAVE AN EXHIBITOR/HORSE COMBO SHOWING TO ONE MORE THAN HALF OF JUDGES FOR ALL COMBINED SHOWS WITH THE AWARD GOING TO THE EXHIBITOR. IN OPEN CLASSES HORSE MUST SHOW TO ONE MORE THAN HALF OF JUDGES (MAY HAVE MORE THAN ONE EXHIBITOR) WITH AWARD GOING TO THE OWNER. FOUR WORK SEGMENTS (TWO SEGMENTS PER CIRCUIT) FOR EACH EXHIBITOR MUST ALSO BE COMPLETED TO QUALIFY FOR YEAR-END AWARDS.

SECTION 5. MEMBERSHIPS ARE NON-REFUNDABLE: ANY MEMBER WHO RESIGNS FROM THE ROLE OF MEMBERSHIP, SHALL NOT BE ENTITLED TO ANY REFUND OR ANY PORTION OF THE FUNDS IN, OR OWING TO, THE TREASURY OF PEAM.

SECTION 6. NEWSLETTER: ANY NEWSLETTER, SHOW BILLS, GENERAL MEMBERSHIP CORRESPONDENCE, ETC. WILL BE SENT TO ALL PEAM MEMBERS AND ASSOCIATE MEMBERS.

ARTICLE III - OFFICERS, DIRECTORS, ELECTIONS

SECTION 1. OFFICERS: THE PEAM EXECUTIVE BOARD SHALL BE THE FOLLOWING OFFICERS: PRESIDENT, 1ST VICE-PRESIDENT, 2ND VICE PRESIDENT, SECRETARY AND TREASURER, WHO SHALL BE ELECTED BY THE MEMBERS OF PEAM. OFFICERS MAY BE NOMINATED FROM THE FLOOR AT THE YEARLY MEMBERSHIP MEETING AND THE OFFICERS SHALL SERVE FOR A PERIOD OF ONE YEAR AND UNTIL THEIR SUCCESSORS ARE ELECTED. THE ELECTED OFFICERS PLUS A MINIMUM OF THREE (3) ADDITIONAL MEMBERS APPOINTED BY THE PRESIDENT SHALL CONSTITUTE THE EXECUTIVE BOARD OF PEAM. THE EXECUTIVE BOARD SHALL HAVE GENERAL SUPERVISION OF THE AFFAIRS OF PEAM AND ITS OTHER OFFICERS IN THE PERFORMANCE OF THEIR DUTIES. NOTHING SHALL PRECLUDE AN OFFICER OF PEAM FROM ALSO SERVING AS A NATIONAL DIRECTOR

SECTION 2. DUTIES AND POWER OF THE OFFICERS:

(A) PRESIDENT: THE PRESIDENT SHALL BE THE CHIEF EXECUTIVE OFFICER OF PEAM AND SHALL HAVE GENERAL DIRECTION AND CHARGE OF THE CONDUCT AND OPERATION OF PEAM, SUBJECT TO THE AUTHORITY OF THE EXECUTIVE BOARD. 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 EXECUTIVE BOARD ARE CARRIED INTO EFFECT. HE/SHE SHALL PRESIDE OVER, AS CHAIRMAN, AT ALL MEETINGS OF THE MEMBERS AND OF THE EXECUTIVE BOARD.

(B) 1ST VICE-PRESIDENT: THE 1ST VICE-PRESIDENT SHALL PERFORM THE DUTIES OF THE PRESIDENT IN CASE OF ABSENCE OR INCAPACITY OF THE PRESIDENT.

(C) 2ND VICE-PRESIDENT: IN THE ABSENCE OR INABILITY TO ACT OF THE PRESIDENT OR 1ST VICE-PRESIDENT, THE 2ND VICE-PRESIDENT, IN THE ORDER OF HIS/HER DESIGNATION, SHALL PERFORM THE DUTIES OF THE PRESIDENT. HE/SHE SHALL PERFORM SUCH DUTIES AS MAY BE ASSIGNED BY THE PRESIDENT OR EXECUTIVE BOARD.

(D) 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 ALL MEETINGS OF THE MEMBERS OF PEAM, IRS, FEDERAL AND STATE GOVERNMENT, OR ANY OTHER REPORTS THAT MAY BE REQUIRED, AND CONDUCT THE CORRESPONDENCE OF PEAM. THE SECRETARY SHALL GIVE NOTICE OF ALL REGULAR AND SPECIAL MEETINGS TO THE MEMBERS OF PEAM OR EXECUTIVE BOARD. THE SECRETARY SHALL KEEP A RECORD OF ALL THE MEMBERS, ADDRESSES AND PHONE NUMBERS.

(E) TREASURER: THE TREASURER SHALL COLLECT, HOLD AND DISBURSE, UNDER THE DIRECTION OF THE EXECUTIVE BOARD, ALL MONIES OF PEAM, 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 REPORTS, AS REQUIRED BY THE STATE AND IRS. AN ANNUAL AUDIT WILL BE CONDUCTED BY A COMMITTEE OF THREE MEMBERS AS APPOINTED BY THE PRESIDENT..

SECTION 3. PHBA NATIONAL AND PHBA ALTERNATE NATIONAL DIRECTORS: AT THE ANNUAL MEETING THERE SHALL BE PHBA NATIONAL DIRECTORS AND AN EQUAL NUMBER OF PHBA ALTERNATE NATIONAL DIRECTORS ELECTED TO REPRESENT PEAM AT PHBA MEETINGS. EACH NATIONAL DIRECTOR AND ALTERNATE DIRECTOR SHALL BE A MEMBER OF PHBA AND PEAM. PHBA NATIONAL DIRECTORS AND PHBA ALTERNATE DIRECTORS SHALL BE NOMINATED FROM THE FLOOR AT THE YEARLY MEMBERSHIP MEETING AND THE OFFICERS SHALL SERVE FOR A PERIOD OF ONE (1) YEAR AND UNTIL THEIR SUCCESSORS ARE ELECTED AND QUALIFIED.

SECTION 4. TERM OF OFFICE: THE TERM OF OFFICE SHALL BEGIN JANUARY 1 OF EACH YEAR AND END DECEMBER 31ST OR UNTIL THEIR SUCCESSORS ARE ELECTED.

SECTION 5. VACANCIES: A VACANCY IN THE EXECUTIVE BOARD SHALL BE FILLED AT A REGULAR MEETING. A MEMBER SHALL HOLD OFFICE FOR THE UNEXPIRED TERM OF HIS PREDECESSOR. A MEMBER SHALL HOLD OFFICE FOR THE UNEXPIRED TERM OF HIS PREDECESSOR OR UNTIL HIS SUCCESSOR IS ELECTED, EXCEPT FOR THE OFFICE OF PRESIDENT WHERE THE 1ST VICE PRESIDENT SHALL BE ACTING PRESIDENT FOR THE BALANCE OF THE PRESIDENT'S TERM.

SECTION 6. FIDELITY BOND: ALL OFFICERS OR MEMBERS OF PEAM WHO MAY BE HANDLING ANY OF THE FUNDS OF PEAM, SHALL BE BONDED AT THE EXPENSE OF PEAM FOR THE FAITHFUL DISCHARGE OF HIS/HER DUTIES. 

ARTICLE IV - PEAM EXECUTIVE BOARD

SECTION 1. POWER OF THE EXECUTIVE BOARD: THE BUSINESS AND PROPERTY OF THE CLUB SHALL BE MANAGED AND CONTROLLED BY THE EXECUTIVE BOARD HEREINAFTER CREATED AND EMPOWERED. MEMBERS OF THE EXECUTIVE BOARD MAY SUCCEED THEMSELVES IN OFFICE BUT EACH PERSON MUST BE ELECTED AND RE-ELECTED INDIVIDUALLY.

THE EXECUTIVE BOARD SHALL SERVE AS THE HEARING COMMITTEE FOR ALL DISCIPLINARY ACTIONS AND SHALL ALSO SERVE AS A PLANNING COMMITTEE TO ALLOW FOR A SMOOTHER FLOW OF BUSINESS AND GOALS BETWEEN INCOMING AND OUTGOING PRESIDENTS.

SECTION 2. NUMBER OF EXECUTIVE BOARD MEMBERS: THE EXECUTIVE BOARD MEMBERS SHALL CONSIST OF THE ELECTED OFFICERS PLUS A MINIMUM OF THREE (3) ADDITIONAL MEMBERS APPOINTED BY THE PRESIDENT.

SECTION 3. OFFICERS OF PEAM: THE PRESIDENT, IN THE ABSENCE OF THE PRESIDENT; THE 1ST VICE PRESIDENT THEN THE 2ND VICE PRESIDENT SHALL SERVE AS CHAIRMAN OF THE BOARD, VOTING ONLY TO BREAK A TIE. THE SECRETARY SHALL SERVICE AS SECRETARY OF THE BOARD. IF THE SECRETARY IS UNAVAILABLE FOR THE MEETING, THE CHAIRMAN SHALL APPOINT AN ACTING SECRETARY FOR THAT MEETING.

SECTION 4. TERM OF OFFICE: THE EXECUTIVE BOARD SHALL SERVE FOR ONE (1) YEAR BEGINNING JANUARY 1 FOLLOWING THEIR ELECTION OR UNTIL THEIR SUCCESSORS ARE ELECTED.

SECTION 5. LIMITED FINANCIAL AUTHORITY FOR OFFICERS AND EXECUTIVE BOARD:
(A) LEAVE NO FINANCIAL COMMITMENTS EXTENDING BEYOND THEIR TERM OF OFFICE OR LEAVE NO DEFICIT TO BE ASSUMED BY SUCCESSORS, EXCEPT IN CONTRACTUAL OBLIGATIONS DEEMED FISCALLY IN THE BEST INTEREST OF PEAM, I.E. SHOW GROUNDS, JUDGES, ETC., WITHOUT PRIOR APPROVAL OF THE GENERAL MEMBERSHIP.
(B) NO GRATUITIES OR DONATIONS SHALL BE MADE WITHOUT PRIOR APPROVAL OF THE GENERAL MEMBERSHIP.
(C) NO MEMBER OF PEAM WILL BE PAID FOR THEIR SERVICES WITHOUT PRIOR APPROVAL OF THE GENERAL MEMBERSHIP.

SECTION 5. ALL OFFICERS, EXECUTIVE BOARD AND COMMITTEE MEMBERS MUST TURN OVER ANY AND ALL RECORDS TO THEIR SUCCESSOR, PERTAINING TO PEAM, BY DECEMBER 31 OF THE YEAR THEIR TERM ENDS.

ARTICLE V - COMMITTEES

SECTION 1. THE STANDING COMMITTEES: THE PRESIDENT SHALL APPOINT MEMBERS TO COMMITTEES, SUCH AS, BUT NOT LIMITED TO, THE FOLLOWING:
(A) AWARDS
(B) BUDGET & FINANCE
(C) AUDIT
(D) HORSE SHOW
(E) NEWSLETTER

SECTION 2. MEMBERS OF ALL STANDING COMMITTEES SHALL BE MEMBERS OF PEAM. THE DUTIES OF ALL COMMITTEES SHALL BE SUCH AS MAY BE DELEGATED BY THE PRESIDENT AND SUBJECT TO THE AUTHORITY AND APPROVAL OF THE EXECUTIVE BOARD.

ARTICLE VI - MEETINGS

SECTION 1. NOTICE OF MEETINGS: THE SECRETARY SHALL GIVE NOTICE OF THE ANNUAL AND/OR REGULAR MEETINGS. THE NOTICE SHALL BE MAILED, POSTAGE PREPAID, TO THE LAST KNOWN ADDRESS OF EACH MEMBER IN GOOD STANDING OF PEAM AT LEAST TEN (10) DAYS PRIOR TO THE MEETING, STATING TIME, DATE AND LOCATION THEREOF. MEETING NOTICES ARE AUTHORIZED TO BE CALLED BY PRESIDENT OR THE EXECUTIVE BOARD OR UPON A PETITION SIGNED BY 20 OR MORE PEAM REGULAR MEMBERS. 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: THE SECRETARY SHALL GIVE NOTICE OF SPECIAL MEETINGS. THE NOTICE SHALL BE MAILED, POSTAGE PREPAID, TO THE LAST KNOWN ADDRESS OF EACH MEMBER IN GOOD STANDING OF PEAM AT LEAST FIVE (5) DAYS PRIOR TO THE MEETING, STATING TIME, DATE AND LOCATION THEREOF. NOTICE OF EACH SPECIAL MEETING SHALL BRIEFLY INDICATE THE SUBJECTS OR MATTERS OF DISCUSSION. SPECIAL MEETINGS SHALL BE CALLED BY THE PRESIDENT, OR, IN HIS/HER ABSENCE, A MAJORITY OF THE EXECUTIVE BOARD.

Section 3. ELECTION OF OFFICERS & AWARDS BANQUET: ELECTION OF OFFICERS TO BE HELD DURING THE LAST HALF OF THE CALENDAR YEAR AND PRIOR TO THE PHBA DEADLINE. AWARDS BANQUET TO BE HELD AFTER THE LAST SHOW OF THE SEASON AND BEFORE THE NEXT CALENDAR YEAR'S FIRST SHOW.

SECTION 4. MEETING PLACE: ALL MEETINGS ARE TO BE HELD "CENTRALLY" IN THE STATE, SO AS NOT TO PUT AN UNDUE BURDEN ON MEMBERS. HOWEVER, MEETINGS MAY BE HELD AT A PEAM HORSE SHOW, AS LONG AS PROPER NOTICE HAS BEEN GIVEN AS OUTLINED ABOVE.

SECTION 5. QUORUM: THE MEMBERS PRESENT AT ANY PROPERLY CALLED MEETING SHALL BE DEEMED A QUORUM FOR THAT MEETING.

SECTION 6. VOTING PRIVILEGES: FOR ALL VOTING PURPOSES, ONLY ONE VOTE IS ALLOTTED TO EACH MEMBERSHIP AND TWO VOTES FOR A JOINT MEMBERSHIP.
MEMBERSHIP. FOR THE ANNUAL MEETING, EACH MEMBER WHOSE DUES WERE PAID ON OR BEFORE NINETY-DAYS (90) OF THE MEETING OR SIXTY-DAYS (60) PRIOR TO A SPECIAL MEETING MAY VOTE.

ARTICLE VII - BY-LAWS AND AMENDMENTS

SECTION 1. THE EXECUTIVE BOARD IS RESPONSIBLE FOR ESTABLISHING THE BY-LAWS IN CONSONANCE WITH AND SUPPLEMENTARY TO THE ARTICLES OF INCORPORATION AND ANY BY-LAWS FOR THE GENERAL ADMINISTRATION OF THE BUSINESS OF PEAM. THE BY-LAWS SHALL BE PUBLISHED AND DISTRIBUTED TO THE MEMBERS, WITH REVISION PUBLISHED WHEN SUFFICIENT CHANGES TO THE BY-LAWS WARRANT A NEW PUBLICATION. THE EXECUTIVE BOARD SHALL CONDUCT AN ANNUAL REVIEW OF THE BY-LAWS WITH A VIEW TOWARD UPDATING.

SECTION 3. FINAL AND ULTIMATE AUTHORITY RESTS WITH THE MEMBERS OF PEAM. AMENDMENTS MAY BE MADE TO THESE BY-LAWS UPON APPROVAL OF A MAJORITY VOTE OF THE MEMBERS OF PEAM AND THE APPROVAL OF PHBA BOARD OF DIRECTORS, PROVIDING SUCH AMENDMENT(S) HAVE BEEN FURNISHED IN WRITING TO THE MEMBERS A MINIMUM OF FIFTEEN-DAYS (15) PRIOR TO SUCH MEETING.

SECTION 3. ROBERT'S RULES OF ORDER - NEWLY REVISED SHALL PREVAIL WHEREVER NOT OTHERWISE PROVIDED HEREIN.

ARTICLE VIII - DISCIPLINARY PROCEDURE

SECTION 1. THE PROVISIONS FOR DISCIPLINARY PROCEDURE FOR PHBA GENERAL RULES SHALL BE UTILIZED FOR DISCIPLINING MEMBERS OF PEAM. SPECIFICALLY, VIOLATIONS; DISCIPLINARY PROCEDURE; SUSPENSION; GENERAL NOTICE PROCEDURE; ATTORNEY FEES; LITIGATION AGREEMENT; WHERE APPLICABLE, PEAM WILL BE EXCHANGED FOR PHBA.

SECTION 2. PEAM AUTOMATICALLY SUSPENDS ANY PERSON SUSPENDED BY PHBA.

ARTICLE IX - INDEMNIFICATION

SECTION 1. EACH DIRECTOR, OFFICER, AND COMMITTEE PERSON OF PEAM SHALL BE INDEMNIFIED BY PEAM 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 MADE A PARTY BY REASON OF HIS/HER BEING OR HAVING BEEN A DIRECTOR, OFFICER, OR COMMITTEE PERSON OF PEAM, 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 INDEMNIFICATION SHALL COVER AMOUNTS PAID IN SETTLEMENT OF ANY SUCH ACTION, SUIT, PROCEEDING WHEN SUCH SETTLEMENT APPEARS TO BE OF THE INTEREST OF PEAM. THE FOREGOING SHALL BE IN ADDITION TO ANY OTHER RIGHTS TO WHICH SUCH DIRECTORS, OFFICERS, OR COMMITTEE PERSON MAY BE ENTITLED AS A MATTER OF LAW.

ARTICLE X - SEVERABILITY

SECTION 1. IF ANY SECTION OF ANY PART OF THESE BY-LAWS OR THE APPLICATION THEREOF TO ANY PERSON OR CIRCUMSTANCE IS HELD INVALID, SUCH INVALIDITY SHALL NOT AFFECT THE OTHER SECTIONS, PARTS, OR APPLICATIONS OF THESE BY-LAWS WHICH CAN BE GIVEN EFFECT WITHOUT THE INVALID SECTION OF ANY PART, AND TO THIS THE PROVISIONS OF THESE BY-LAWS ARE SEVER ABLE.

ARTICLE IX - DISSOLUTION

SECTION 1. UPON THE DISSOLUTION OF PEAM, THE EXECUTIVE BOARD SHALL, AFTER PAYING OR MAKING PROVISIONS FOR THE PAYMENT OF ALL THE LIABILITIES OF THE CORPORATION, DISPOSE OF ALL THE ASSETS OF THE CORPORATION EXCLUSIVELY FOR THE PURPOSE OF THE CORPORATION IN SUCH MANNER, OR TO SUCH ORGANIZATION(S) ORGANIZED AND OPERATED EXCLUSIVELY FOR AGRICULTURAL PURPOSES AS SHALL QUALIFY AS EXEMPT ORGANIZATION(S) UNDER SECTION 501.c (5) OF THE INTERNATIONAL REVENUE CODE OF 1954 (OR THE CORRESPONDING PROVISIONS OF ANY FUTURE U.S. INTERNAL REVENUE LAW), AS THE EXECUTIVE BOARD SHALL DETERMINE. THE PALOMINO HORSE BREEDERS OF AMERICA, INC. SCHOLARSHIP FUND, TULSA, OK IS TO BE GIVEN THE RIGHT OF FIRST REFUSAL. 


AMBERLY NICHOLS PHELPS, PRESIDENT

JANET NICHOLS, SECRETARY

 

 

 

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