2025 MFTHBA Rulebook

41 hand or electronically by each voting director, and included in the minutes filed with corporate records reflecting the action taken. A two-thirds majority vote is required for passage of the proposed action. E. Records: In compliance with the requirements of the Missouri Nonprofit Law, the MFTHBA shall keep as permanent records: 1. minutes of all meetings of its members and Board of Directors 2. a record of all actions taken by the members or Directors without a meeting 3. a record of all actions taken by committees comprised of the Board of Directors and members established or authorized under the provisions of Section 355.406 of that law. 4. Such records shall be in written form or in another form capable of conversion into written form within a reasonable time. Section 2. Board of Directors Procedures: Proposed rule-making procedures, a conduct policy for Board members as a standard and outlines for holding executive sessions and workshops follow in this section. A. Proposed Rule Adoptions, Changes and Revocations will be handled in such manner that the membership will have adequate knowledge of the proposal and sufficient time in which to voice their opinions. The exception to this policy is when bona fide safety or legal issues are such that it is necessary to protect the membership and/or horses, as warranted. 1. Proposed changes to the rules are to be presented in writing to the Board of Directors, accompanied by a detailed statement of benefit to members of the MFTHBA. 2. A motion to progress the proposal for consideration is to be made and seconded, after which the Board will vote to approve further consideration or disapprove the motion. 3. Upon approval of the motion, the proposed change or changes will be published on the MFTHBA website, a minimum of 60 days prior to the Board meeting at which the proposed change will be placed on the meeting agenda. This will allow for membership input to the Board for their consideration. 4. The proposed change in the form of an agenda item will be brought up for discussion and any amendments which are felt to be warranted, after which a motion to approve or to disapprove the proposal will be requested, made and seconded. A vote of the Board requires a simple majority to enact or deny the proposed change. 5. Any rule adopted, changed or revoked will become effective the following January 1, with the exception of a safety or legal issue which requires being enacted immediately. B. Standard of Conduct for Board Members: Following are general principles each Board member should use to evaluate their conduct in meeting responsibilities to the MFTHBA, the general membership, and to fellow Board members. The ultimate success of the MFTHBA and its programs depends to a large degree on the sound judgment and unbiased attitude of the select few who comprise its Board of Directors. 1. Attendance: A Board member shall attend and fully participate in called meetings to exercise the individual responsibility of his or her position. Attending is also construed to mean attendance through electronic means. 2. 2. Conflict of Interest: A Board member shall avoid a business or personal situation having a potential for conflict or appearance of conflict, with their responsibilities to MFTHBA, or which could tend to compromise their primary duty to further the purposes and policies of MFTHBA. In the event a Board Member has a conflict of interest regarding any business being conducted by the MFTHBA, they must remove themselves from any discussion during a meeting and must refrain from voting. 3. Self-Interest: A Board member shall refrain from the use of MFTHBA, its personnel or property to further their own purposes or business gain and shall avoid situations or receipts of benefits which hint of favoritism. 4. Confidentiality: A Board member may not divulge to any third-party information regarding confidential MFTHBA registration, membership information, executive session discussions, personnel matters and similar matters of sensitivity to MFTHBA operations. Copies of minutes