ARTICLES OF AGREEMENT AND BY-LAWS
NEW ENGLAND WELSH PONY & COB SOCIETY
The undersigned persons, being of lawful age, associated under the provisions of RSA 292 of the laws of New Hampshire adopt the following:

ARTICLES OF AGREEMENT
ARTICLE ONE
The name of the corporation shall be THE NEW ENGLAND WELSH PONY & COB SOCIETY
                 
ARTICLE TWO
The purposes and operations, for which this corporation is established as an agricultural society, shall be to promote the breeding, development, exhibition, marketing, and recreational pursuits, and to cooperate with the registered and regulatory associations in the enforcement of their respective rules and education of the public with respect to registered Welsh.  The society may cooperate with other persons or associations to promote a general interest in Welsh Ponies and Cobs.
ARTICLE THREE
There is no capital stock of the society, and its affairs shall not be conducted for profit.
ARTICLE FOUR
The society has the right to buy, hold, sell, and convey personal property and real property that is necessary or convenient for the proper conduct of the affairs of the society.
ARTICLE FIVE
The place at which the business of the society is to be carried on shall be designated by the PRESIDENT.

BY-LAWS
ARTICLE I
Sec. 1.  Under the terms and conditions described in these By-Laws, the society may admit as a member any person interested in the objectives of this society as set forth in the ARTICLES OF AGREEMENT.  Maine, Vermont, New Hampshire, Massachusetts, Connecticut, Rhode Island and New York are the only acceptable areas to hold any and all meetings for the society.  Any of these states may be removed from this list or others added by a vote of two-thirds of the DIRECTORS, or by a majority of the membership at any annual meeting.
Sec. 1a.  At the majority vote of the Board of Directors, the society may produce and hold its Horse shows and or Clinics in states outside of New England.  These shows shall be allowed only by the direction of the Board of Directors and their appointees as allowed under Article III and Article VII and such people must be a member of NEWPCS in good standing.
Sec. 2.  Applications for membership shall be made in writing to the secretary, and shall state the name and place of residence of the applicant and the annual dues shall be enclosed.  The secretary shall verify the acceptance of the application by returning a membership card to the applicant.
Sec. 3.  There are four (4) types of memberships: JUNIOR, SENIOR, FAMILY and BUSINESS/FARM.  An additional five dollar fee shall be assessed for all Canadian and Foreign memberships.  Memberships, fees and types of memberships shall be decided by the BOARD OF DIRECTORS and /or OFFICERS on an as needed basis.  Annual memberships may be renewed 2 months prior to the year of membership applying for.  The membership year is from January 1 to December 31.
 SENIOR (1 VOTE), FAMILY (2 VOTING seniors, 2 non-voting juniors), BUSINESS/FARM (2 VOTING seniors, 3 non-voting juniors), as well as a business/farm link to your web page.
The Annual fees are to be determined by the BOARD OF DIRECTORS annually.
ARTICLE II
Conduct of Business
Sec. 1 The business of the society shall be conducted by the BOARD OF DIRECTORS consisting of no less than FIVE nor more than NINE members (including officers).  Any business transacted by the Board of Directors may be overruled by a majority vote of its members at any special or annual meeting.
Sec. 2. Any business of the society may be transacted by its members at any special or annual meeting.
Sec. 3.  A quorum constitutes THREE of more OFFICERS and/or BOARD OF DIRECTORS for the transaction of business at the directors meetings.  The officers shall constitute an EXECUTIVE COMMITTEE and shall administer the affairs of the corporation in the interim between directors meetings and membership meetings. Meetings to be held FOUR (4) times per year with additional meetings as needed. (Board members may attend online via SKYPE)
ARTICLE III
Officers and Directors
Sec. 1 The DIRECTORS shall be elected from the membership of the Society and reside within the six New England States and New York as noted in Article I, Sec. 1.  The regular term of directors elected shall be THREE years with at least ONE elected each year.  Vacancies occurring between annual meetings may be filled for the unexpired term by the PRESIDENT and/or BOARD OF DIRECTORS at any regular of special meeting.
Sec. 2. The officers of the society shall be a PRESIDENT, VICE-PRESIDENT, SECRETARY, and TREASURE, all of whom shall perform the duties ordinarily incident to such officers.  They shall be elected from the membership at each annual meeting by a majority vote of the members present.  The President shall appoint a nominating committee prior to the annual meeting whose duty it is to present a slate of officers and a director to be acted upon at the next annual meeting.  Additional nominations shall be received from the floor.
Sec. 3. The BOARD OF DIRECTORS shall consist of OFFICERS and DIRECTORS.
Sec. 4. The BOARD OF DIRECTORS must intend to serve the society as actively as possible.  Excuses for absences are to be given to the President or Secretary for each called meeting.  If THREE or more consecutive meetings are missed it is the responsibility of that Director to communicate his disposition to the President or Secretary.  The President must ascertain director’s intent in writing via secretary, or directly.  When a reasonable time has passed any inactive or vacant positions may now be filled by the PRESIDENT.  MEETINGS WILL BE HELD FOUR (4) TIIMES PER YEAR WITH ADDITIONAL MEETINGS AS NEEDED, as per ARTICLE II Sec. 3.
ARTICLE IV
Meetings of Members and Directors
Sec. 1. The first annual meeting of the members was held in Lyme, New Hampshire, on 31 May 1970.  There after the annual meeting shall be held on the call of the PRESIDENT at a time and place as determined by the DIRECTORS.  Notice of the time and place is to be given to the members in writing by the SECRETARY, to each member at his/her post office address, as shown in the records, at least TWO weeks before the meeting.
Sec.2. Special meetings of the members may be called by the president at anytime upon giving seven days notice, via NEWENGLANDWELSH.ORG, to the members of the time and place thereof or shall be called by him upon the written request (may be via email) of a majority of the directors, or of any TWENTY MEMBERS of the society.
*****Any members not wishing to be notified via computer and wish to be notified by phone need to make a request, in writing, to the SECRETARY during the first month of membership*****
The holder of each senior membership whose fees are fully paid, and who is in good standing, is entitled to one vote at any regular or special general membership meeting of the society.  Votes shall be cast in person at each meeting:  however, pre-notified items to be voted on may be voted by a signed proxy vote written with the vote and signature of the senior member.  These need to be sent to the SECRETARY of the society or given to another member attending the meeting.  The SECRETARY will have sent the proxy vote form with the notification of the meeting and the predetermined items to vote upon.  Any new items which are called for a vote at the meeting must be voted on in person and not by proxy given to another person.
Sec.3. The regular meeting of the BOARD OF DIRECTORS may be held at a time and place as determined by the PRESIDENT.  Notice of the meeting shall be given in writing or via email by the SECRETARY to each DIRECTOR at the address as it appears in the records of the society, at least one week before the meeting.  SPECIAL meetings of the directors may be held at any time and place after the incorporation of this society.  Notice of the meeting may be waived by a written waiver signed by a majority of the directors.
ARTICLE V
Finances
Sec.1.  The funds of the society shall be deposited in the name of the New England Welsh and Cob Society in a bank designated by the TREASURER and approved by the BOARD OF DIRECTORS and shall be withdrawn only upon checks signed by the TREASSURER or PRESIDENT.
Sec.2. Such funds shall be used to promote and carry out the objects for which the society is organized, as set out in the Articles of Agreement, upon a majority vote of the BOARD OF DIRECTORS.
Sec.3. The Officers and Directors of the society shall serve without pay.  Upon approval of the Directors, they may be reimbursed for actual and necessary expenses incurred in transacting business of the society, other than expenses incident to their attendance of DIRECTOR or MEMBERSHIP meetings.
ARTICLE VI
Amendments
Sec. 1.  The society at its ANNUAL membership meeting or a SPECIAL meeting, called for that purpose, may make and alter by-laws at pleasure.  The BOARD of DIRECTORS may do so subject to such restrictions as may be provide for by a vote of the membership.
Sec.2.  Amendments to the Articles of Agreement may be made at any annual meeting or special meeting called for that purpose, as provided here-in by a majority of members present and voting for such amendments.
ARTICLE VII
Committees
Sec. 1.  Within reasonable times, the following incorporation and following the annual meeting in each succeeding year, the PRESIDENT shall appoint the members of all standing committees.
ARTICLE VIII
Job Descriptions
Sec. 1.  PRESIDENT:  Call all meetings.  Adhere to directions of the membership.  Direct and lead all meetings.  Set agenda for meetings.  Coordinate Directors and executive committee.  Appoint committees.  Have authorization to sign society checks.  Formulate ideas.
----------VICE PRESIDENT:  Assist president.  Chair or assist in chairing committees.  In absence of PRESIDENT run meetings.  Formulate ideas.
----------SECRETARY:  Keep all correspondence in an orderly manner.  All correspondence goes through the secretary including checks and bills.  Send out notices of all types; Meetings (general and directors), memberships, questionnaires and minutes of meetings (synopsis of meeting for any publications desired by the society).  Keep record of all meeting minutes.  Be the information person for the society.  Work with the TREASURER for income, transfer incoming checks, and CLASSIFY what moneys are for.  Keep membership lists.  Keep listing of information on moneys, ponies, and referrals.   Formulate ideas.
----------TREASURER:  Keep an account of all incoming and outgoing moneys.  Balance all accounts of the society.  Keep receipts of expenditures (copies acceptable).  Record income in a balanced sheet type set-up and do similar set up with expenses.  Provide a treasurers report for all meetings and provide a yearend report for the annual general meeting with all breakdowns.  Make fiscal recommendations monthly and at year end.  Keep and record all monetary items.  Formulate ideas.

ARTICLE IV

Property
Sec.1.  Property of the society:  Any Officers, Board or Directors, Secretary, treasurer, or holder of any trophies, ribbons, items for sale, jumps, books, records, bills, papers, brochures of any other type, or articles either purchased by the society or purchased for the society shall remain the property of the society and shall be surrendered to the society either at the end of said OFFICERS or DIRECTORS term or upon demand by THREE or more Board members.

 

AMMENDED:
November 22, 1987
December 03, 1989
January     21, 1990
December 06, 1992
January     15, 1995
December 11, 1996
December 07, 1997
December 06, 1998
December 05, 1999
December 06, 2009