Bylaws

VERMONT SHEEP AND GOAT BREEDERS’ ASSOCIATION BYLAWS

ARTICLE I  NAME OF ORGANIZATION
The name of this association shall be the Vermont Sheep and Goat Breeders’ Association.

ARTICLE II  OBJECTIVES OF ORGANIZATION
1. To advance the science and technique of sheep and goat production and marketing.
2. To promote increased consumption of sheep and goat dairy products, meat and fiber products through the development and implementation of promotion programs.
3. To encourage, develop and promote educational programs about sheep and goat products.
4. To work for the development and dissemination of statistics and other market information to enable sheep and goat producers to realize better returns for their efforts.
5. To work for increased industry profitability by working to find improved methods of production, marketing and distribution of sheep and goat products.
6. To work to expand markets by encouraging the development of new and expanded uses for sheep and goat products.
7. To hold membership in the American Sheep Industry Association and to represent the interests of the Vermont sheep and goat industry in that organization.

ARTICLE III  MEMBERSHIP
Payment of annual membership dues shall constitute membership in this organization.  Membership categories include:
1. Producers-Regular members who are producers of sheep and goat products.  Membership categories include individual, farm or family memberships.
2. Associate Members-Associate members are drawn from individuals or organizations which serve the sheep or goat industry in some capacity, be it as educators, suppliers or in some sort of ancillary supporting fashion.  These organizations support the raising of animals as opposed to their direct ownership.
The dues of the Association will be at a rate determined by the Board of Directors.

ARTICLE IV  MEETINGS
1. An Annual General Meeting of this association shall be held in conjunction with the annual Vermont Farm Show.
2. Special meetings may be called by:
a. The President of the Association;
b. The Board of Directors through special written request by three (3) members of the Board of Directors;
c. Five or more members in good standing when done in writing.,

1. Written notice of all general meetings, unless waived, shall be given each member at least seven (7) days before such meeting is to be held, either in person or by mail.
2. Any matter, except bylaw changes or elections, may be voted on by mail ballot.  A matter may be adopted by this method provided that a simple majority of voting members cast a vote in the affirmative.

ARTICLE V  OFFICERS AND DIRECTORS

Section 1
The officers and directors of this association shall be:
* A president,
* Vice-president,
* Secretary,
* Treasurer, and
* a Board of Directors elected annually by the membership.

The Board of Directors shall consist of five to fifteen members, the number for the next year to be determined by the annual meeting each year.  Elected officers will be drawn from the Board.

Section 2
All officers shall perform the powers and duties usually pertaining to their respective offices and any other duties prescribed by law and such additional powers and duties as may be prescribed by the Board.

Section 3
The Board of Directors shall take full charge of the affairs of this association in the interim between meetings of the members, including such duties as filling vacancies in office by appointing replacements or removing from office any officer guilty of conduct prejudicial to the best interests of this association.

Section 4
Officers shall be elected at the annual meeting by the members present.  All officers shall serve on the Board of Directors.
Nominations for officers and members of the Board of Directors shall be presented by a nominating committee appointed by the Board of Directors or from candidates put forth by members at the Annual Meeting.

Section 5
The Board of Directors will perform or arrange for periodic audits of the Treasurer’s report by an outside auditing firm.

Section 6
Officers and directors shall not receive compensation for their services as directors.  A director or officer may receive compensation for services rendered in a capacity other than that of a director or officer.

Section 7
At a meeting of the Board of Directors, a minimum of fifty (50) percent of the Board membership shall constitute a quorum.  If a quorum is present, the acts of the majority of directors shall be the acts of the board.

ARTICLE VII  DISSOLUTION
Upon dissolution of the association, the Board of Directors shall, after paying or making provision for the payment of all the liabilities of the association, dispose of all of the assets of the association exclusively for the purposes of the association in such manner, or to such organization or organizations organized exclusively for purposes as described in Section 501(c)3 or Section 501(c)5 of the Internal Revenue Code.  Such organizations shall at the time qualify as an exempt organization under the aforementioned section(s) of the Internal Revenue Code.

ARTICLE VIII  AMENDMENTS
These bylaws may be altered or amended by a two-thirds (2/3) vote of members present at the annual meeting or at a special meeting called and warned for that purpose.