GUADALUPE COUNTY LIVESTOCK PRODUCERS ORGANIZATION BYLAWS

ARTICLE I – ORGANIZATION

1.　　　　　 The name of the organization shall be Guadalupe County Livestock Producers Organization (GCLPO).

2.　　　　　 The organization is non-profit.

ARTICLE II – PURPOSES

The following are the purposes for which this organization has been organized:

1. 　To promote and market local livestock and agricultural products by contracting and negotiating with prospective buyers in order to receive the best possible price.

2. 　To improve the livestock genetics to meet the buyer’s demand from the meat industry.

3.　 To preserve the practices of the small farmer/rancher which giant corporations and new government regulations are threatening.

4.　 To produce and promote county-bred show calves for the county fair.

ARTICLE III - MEMBERSHIP

The organization encourages membership by all Guadalupe County livestock and agricultural producers who have a sincere interest in promoting the welfare and quality of agricultural products of Guadalupe County, New Mexico. Either applicant’s production property lies within Guadalupe County or he/she resides in Guadalupe County or by approval of the Board.　 All new members will have their names and registered livestock brand entered on the Organization’s web site.　 Guadalupe Livestock Producers will automatically become voting members when they pay their membership dues with one vote per membership.

Section 1. Rights and Privileges of Organization Membership.　 A member in good standing has the following basic rights and privileges:

1.　 To receive notices

2.　 To attend meetings

3.　 To present motions

4.　 To speak on debatable questions

5.　 To vote

6.　 To nominate

7.　 To be a candidate for office

8.　 To inspect official records of the organization

9.　 To insist on the enforcement of the rules of the organization

10. To resign from an office or from the organization itself

11. To be treated with fairness and equality by other members of the organization

12. To have a fair hearing before expulsion or other penalties are applied

13. To receive or have the right to inspect an up-to-date copy of the constitution, bylaws, charter, rules, and minutes of the organization

14. To participate in any function directly or indirectly associated with the Organization.

15. To receive the Organization Newsletter and to have the right to submit articles, letters to the editor and other personal opinions without prejudice or censorship, so long as any comments so made are not intentionally defamatory toward another fellow member, or jeopardize the character or integrity of the Organization.

16. To exercise any other rights or privileges given to members by the law, by the bylaws, or by the rules of the organization

17. To utilize the Organization’s web site with equal rights and privileges as all other members.

Section 2.　 Applying for membership:

(a) A Guadalupe County livestock producer will become a voting member with all the rights and privileges upon paying his/her membership dues with one vote per membership.

Section 3, Termination of Membership.　

A membership may be terminated in the following ways:

(a) Resignation.　

(b) A member in good standing may voluntarily terminate his membership in the Organization at any time by submitting his resignation in writing to the Organization’s Membership Chair.　 The Membership Chair shall submit a copy of the resignation to the Organization’s Corresponding Secretary and shall keep the original for his files.

(d) A member who fails to pay his annual dues in a timely manner shall be considered lapsed and will be terminated.　 Such a member is not considered to be in good standing with the Organization.

A member who has either resigned or been terminated by lapsing may reapply for membership as a new member.　 A member who has been expelled may not reapply unless the members, after a thorough examination of such case agree to allow him/her to reapply.　 The Organization members reserve the right to refuse the right to reapply or may allow him/her to reapply with certain stipulations.

ARTICLE IV -- ORGANIZATION DUES

　　　 The Organization’s membership dues shall be determined by a two-thirds affirmative vote of the Organization’s members.　 Dues are payable whenever a producer wishes to begin receiving the Newsletter and using the services of the web site.　 A membership renewal notice shall be printed in the Winter Organization Newsletters. All Organization dues are to be sent directly to the Organization’s Secretary/Treasurer.　 A new member who has joined the Organization during the months of September, October, November or December shall be considered automatically paid up for the next year.

Section 1.　 Organization officers.　

DIRECTORS

　A.　 Number.　 The Board of Directors will consist of five (5) directors.

B. Election and Term.　

The directors shall be elected by the majority vote of the organization members at the last meeting of the year.　 Directors shall serve a term of two years, which terms shall be staggered. Two Directors shall be elected in even years and three Directors shall be elected in odd years. Vacancies occurring as a result of death, resignation or removal will be filled by a majority vote of members at the next scheduled meeting.　 A director elected to fill a vacancy and consenting to serve, will serve out the remaining term of the director he or she is replacing.

C. Duties and Powers.　

The Board of Directors will direct, manage and control all of the business and affairs of the organization.　 The act of a majority of the directors present at any regular or special meeting, appropriately scheduled or called, at which a quorum is present, will be the act of the Board of Directors.　 The directors may adopt such rules and regulations or appoint such committees for the conduct of their meetings and the management of the organization as they may deem proper, not inconsistent with law, or these Bylaws.　 In the absence of specifically adopted rules of conducting membership, director, or committee meetings, Robert's Rules of Order shall apply.

D. Removal and Resignation.　

Any director may be removed with or without cause at any time by a vote of the majority of the organization members at any regular meeting of the members, or at any special meeting called for that purpose.　 Any director may resign at any time, such resignation to be delivered in writing to the President or Secretary of the Board and effective immediately without acceptance.

SECRETARY/TREASURER

The Secretary/Treasurer is required to keep current, accurate copies of all organizational documents, (including the Bylaws, rules of order and standing rules); file reports noting date of presentation and disposition; issue written notices of meetings and certain motions, including motions to amend the Bylaws and send them for distribution to the membership; prepare a written agenda for the presiding officer, provide and sign copies of organizational documents; record and keep the meeting minutes; make the meeting minutes and all organizational documents available for the inspection of the membership during meetings and at other such reasonable times; and update the organization’s web site as necessary regarding minutes, membership, and other relevant news items.　 In the absence of the Secretary/Treasurer, a secretary pro tem should be elected from the available members.　 The Secretary/Treasurer is responsible for reading the minutes at the start of all meetings.　 When the minutes are approved, he/she signs the minutes, marking them as approved. 　If there are any changes or corrections, the Secretary/Treasurer makes the necessary adjustments, signs them, and marks them as approved with corrections.　 The minutes must be published in the Organization Newsletter and should be signed by both the Secretary/Treasurer and the President.　 The Secretary/Treasure shall check in, verify and count all proxies at the annual meeting.　 At the close of this meeting, he shall take possession of all ballots and proxies and file them in the official Organization records.

　The Secretary/Treasurer holds and keeps track of Organization funds deposited with him and paying them out on the orders of the Board of Directors.　 He/she keeps a bank account for checking in the name of the Organization and promptly pays all bills on behalf of the Organization.　 The Treasurer should give periodic (at least quarterly) written reports on the financial state of the Organization.　 These should be published in the Organization Newsletter.　 Reports usually consist of the beginning balance for a given period, the sources and amounts of income during the period, the purposes or payees and amounts of the disbursements during the period, and the balance on hand.　 His/her books must be open to inspection by the membership and by the Board at all times during meetings and at other such times as deemed reasonable.　 The Secretary/Treasurer gives a report on the state of the Organization’s finances at every general meeting or Board meeting.　 The Treasurer should be careful to get a receipt whenever he/she makes a payment.　 He should insist on at least a once yearly audit of the books and receipts.　 All receipts should be kept in order to facilitate audits.　 Once the auditor or auditing committee has examined the receipts, records and bank statements and has approved them as complete and correct, the Secretary/Treasurer is relieved from the responsibility of the past.

·Election of Officers and Terms of Office.

　　　 The Organization officers shall be elected by secret ballot vote at the last meeting of the year.　 Upon election of his successor, each retiring officer shall turn over all Organization property, money, records and related documents pertaining to the office to the newly elected officer within thirty (30) days of the election.　 Failure to do so may result in disciplinary action or even dismissal from the Organization.

(a) Nominations.　　

Any member in good standing is eligible to nominate officers for election.　 All candidates are required to submit a written notice to the Organization of their intention to run for office at least one month prior to the date of the election – Candidates will be announced on the fourth quarter newsletter and posted on the web site in a timely manner.

(b) Vote Necessary To Elect.　

Election of Organization officers is strictly by majority secret ballot vote and the candidate receiving the majority of the legal votes cast for a given office is elected.

Article V - Amendments of the Bylaws.　

The Organization’s bylaws may be revised by a quorum of members present at the first meeting and if a majority of the members deem it necessary to amend any part of the bylaws, it will be put to a motion, if motion passes the Secretary/Treasurer will record the changes and presents them to be approved by the following meeting.

The Organization will publish a quarterly Newsletter. The publishers are strictly volunteers from within the members.　 The newsletter should reflect educational, informative and inspiring information related as much as possible to livestock production and livestock marketing.

Article VI - Meetings.

·Section 1. Order of Business for Organization Meetings.

A set, regular order of business is usually followed but a reasonable amount of flexibility is allowed by these Bylaws.　 The usual order of business for regular Organization meetings shall be as follows:

1.　 Call to order

2.　 Roll call

3.　 Reading, correction, and approval of the minutes of previous meeting(s)

4.　 Reports of officers

5.　 Report of the Executive Committee

6.　 Reports of the Board and standing committees

7.　 Reports of special committees

8.　 Reading of Organization correspondence

9.　 Business arising out of correspondence

10.　 Unfinished business

11.　 New business

12.　 Election of officers

13.　 Announcement of elected officers

14.　 Any special announcements by officers or members

15.　 Adjournment

16.　 Any special, planned program or social event or discussions of interest to Organization members

　(a) Reading of the Minutes. The Chair shall direct the Secretary to read the minutes of the previous meeting.　 After the minutes have been read, the Chair should ask if there are any corrections to the minutes.　 If there are none, the Chair declares the minutes approved as read.　 If there are any corrections and if there is a difference of opinion on them, the Chair conducts a vote on the corrections before the minutes are approved.　 The reading of the minutes may be postponed to a later time during the meeting or to a subsequent meeting during a later meeting or in a special meeting by general consent of the members present at the meeting.　 After adjournment, the meeting minutes must be published in the Organization web site.

Section 2.　 Debate.

　　　 The right to participate in discussions on any matter or item of business is one of the fundamental rights of membership.　 Debate is regulated by parliamentary law in order to assure that every member has an equal opportunity to be heard.　 A motion is a proposal that is submitted to the assembly for its consideration and disposition.　 Motions are divided into the following classifications:

1.　 Fully debatable -- those motions that may require an unlimited amount of discussion before a vote is taken.

2.　 Not debatable -- those motions that must be voted on immediately, such as the motion to close debate.

3.　 Debatable with restrictions -- motions in this category restrict debate to a brief time only and to specific points.

　　　 Fully debatable motions are: main motions, the motion to rescind, to appeal, and to amend (unless this is applied to a non-debatable motion or forbidden by these Bylaws).　 There are five motions that are debatable with restrictions: the motions to recess, to postpone definitely, to refer to a committee, to limit debate and to reconsider.　 All other motions are non-debatable.　 As soon as a debatable motion is presented, each member who wishes to speak on it may do so after he has obtained the floor.　 The rules of debate must be observed at all times and no one person or group should be allowed to monopolize the discussion.　 Debate should be impersonal and all discussion should be directed to the Chair rather than to other members.　 Discussion should be restricted to the motion at hand.　 When all members who may wish to speak have done so or when it appears that no further discussion is required, the Chair should ask whether there is anyone else who wishes to speak.　 If not, then the Chair should put the question to vote.　 Debate is formally and completely closed by the announcement of the vote.

Section 3.　 Informal Consideration.

　　　 It is allowable to have an informal discussion before the proposal of a motion.　 This is useful in cases where the assembly wishes to investigate a problem more carefully before actually making a motion to vote or to take some other action.　 The normal rules of debate usually do not apply to an informal discussion, thus allowing members to come to a clearer course of action.　 There is more freedom in the length of speeches and in the number of members who may actively have the floor.　 If no motion is pending, a motion to discuss a certain topic informally may be presented.　 If a motion is already being considered, the motion to consider the pending motion informally is an incidental motion.　 If it carries, the pending motion is considered informally while discussion occurs.　 When the assembly is ready to vote on the original motion, this vote automatically terminates the informal discussion and the original motion is considered and voted on under the normal rules of debate.　 A motion to end the informal discussion can also terminate informal discussion.

ARTICLE VII - DISSOLUTION OF THE ORGANIZATION

　　　 This non-profit organization may be dissolved at any time by the written consent of not less than two-thirds (2/3) of the voting membership, or by operation of the law.　 In the event that the Organization is dissolved, whether voluntary or involuntary, any monies remaining in the Organization’s treasury shall be used to pay any outstanding debts incurred by the Organization.　 All remaining funds are to be donated to the Guadalupe County Fair Board or as a scholarship to students interested in post-secondary education in agriculture.　

ARTICLE IIX - DISCIPLINE

　　　 This organization is first and foremost, an independent and non-profit organization.　 The mission of the organization is to organize the local livestock producers to address problems concerning the livestock industry, to share ranching ideas and experiences in raising and marketing livestock in Guadalupe County. It is vitally important that members of this Organization realize this primary goal must be placed ahead of any special goals of any one group or individual person -- whether those goals are professional, personal or financial.　 This Organization will not become involved in private, individual livestock deals between members, buyers and sellers, owners, or breeders; the sole exception being where such matters involve a known gross violation of the Constitution and Code of Ethics.　 The Organization feels that individuals should be decent and honest enough to work out problems for themselves in a mature fashion or with professional legal advice, if need be.　 Constant bickering between members is disruptive to this organization. IT WILL NOT BE TOLERATED!　 Any member that repeatedly disrupts the progress or normal operation of the Organization, by causing unnecessary disruptions will be severely dealt with and may be subject to immediate expulsion from the Organization.　 No member may prefer charges against any other member for any reason except that of a known gross violation of the Organization’s Code of Ethics.　 If charges are necessary, the matter will be referred to a Disciplinary committee, appointed by the elected officers, and its ultimate decision is final.

Approved April 10, 2007

Revised May, 2010

President____________________________________________