ARTICLE I

Membership

Section 1. Composition: Membership is the Association is open to both organizations and individuals interested in the horse and farrier industry. Individuals and organizations may become members by completing an application for membership and mail it to the Association Secretary with the annual membership fee to be determined by the Association.

Section 2. Types of membership: There will be two types of membership, Regular and Associate.

Section 3. Dues: Dues shall be set by a majority vote of the membership.

ARTICLE II

Section 1. Composition: Offices of the Association shall be president, vice president, and secretary-treasurer. The secretary-treasurer is not required to be a voting member of the Association. The president and vice president are required to be members of the AFA.

Section 2. Duties and Responsibilities: The president shall preside over all meetings. The vice president shall act in the absence of the president. The secretary-treasurer shall record all meeting minutes, collect all funds and disburse funds according to the direction of the membership. The secretary-treasurer shall be responsible for distribution of meeting minutes within 30 days following meetings and will ensure a treasurer’s report is available for the membership at regularly scheduled meetings.

Section 3. Term of Office: Each officer shall be elected to serve a term of two years but may be re-elected to serve consecutive terms or until his successor has qualified and been elected.

ARTICLE III

Section 1. Composition: The Board of Directors shall be composed of the association president, who will serve as chairman; the Association vice president; and six (6) at-large members.

Section 2. Powers: The Board of Directors shall, under the immediate direction of the membership, have the authority to conduct the general supervision, management and control of the affairs and business of the Association. It may have the power to purchase or otherwise lease, acquire, sell, convey, transfer, assign mortgage, pledge or otherwise encumber or deal in any rights of interest or privileges of the Association upon such terms and conditions and for such price as the Board sees fit.

Section 3. Term of Office: Each director shall serve a term of two (2) years.

ARTICLE IV

Section 1. Elections: The election of officers and at-large directors shall be accomplished by mail ballot at a date and time established by the Association, but not later than thirty (30) days prior to the Association’s annual meeting. All voting members in good standing may vote in the election.

Candidates shall be selected from the voting membership of the Association.

As the term of each officer or at-large director expires, the membership shall either elect new officers and at-large directors or shall re-elect the former officer or at-large director.

Section 2. Voting: Elections will be decided by a simple majority or voting members entitled to vote who cast their vote by mail ballot.

Section 3. Filling Vacancies: Officers and at-large directors who do not complete their terms of office will be replaced by an election held by the membership at the next meeting of the Association following the vacancy.

Section 4. Dismissal of Officers and At-Large Directors: Officers and at-large directors may be dismissed by a 2/3 majority of the membership for just cause. Non-attendance of two consecutive business meetings shall result in automatic suspension of Virginia Horseshoers Association Director status, unless extenuating circumstances are brought to the attention of the membership, and the above action is prevented by a 2/3 majority vote of the membership.

ARTICLE V

Section 1. Regular Meetings: Regular membership meetings shall be held at least annually at a date and time established by the Association.

Section 2. Special Meetings: Special meetings may be called by the president or a majority of the voting membership by giving 10 days oral notice to all voting members.

Section 3. Quorum: A simple majority of voting membership shall constitute a quorum for conducting the business of the Association.

Section 4. Voting: All questions will be decided by a simple majority of voting members present.

ARTICLE VI

No officer or at-large director of the Association shall be paid or receive any compensation of any kind whatsoever for any of his/her services as a director for the Association except that such directors may receive reimbursement for expenses incurred in carrying out the purposes and the functions of the Association. Such compensation shall be fixed by the Association.

ARTICLE VII

The By-Laws of the Association may be altered or repealed, or new By-Laws may be adopted in lieu thereof, by the affirmative vote of 2/3 of the Association membership at any regular or special meeting of the Association, if a notice of the proposed alteration, repeal or substitution be contained in the notice to the membership of such a meeting.

ARTICLE VIII

Committees of the Association shall be created and members appointed as determined by the Board of Directors, said committees having such duties and authorities as may be established by the Board of Directors.

As approved by the General Membership at the Annual Meeting in Martinsville, VA on October 31, 1997.