BYLAWS OF THE MRA — MOUNTAIN RODEO ASSOCIATION

BYLAWS OF MOUNTAIN RODEO ASSOCIATION

The name of the organization is Mountain Rodeo Association, hereafter abbreviated as MRA. The organization has not been formed for the making of profit, or personal financial gain. The assets and income of the organization shall not be distributable to, or benefit the trustees, directors, or officers or other individuals. The assets and income shall only be used to promote corporate purposes as described below. Nothing contained herein, however, shall be deemed to prohibit the payment of reasonable compensation to employees and independent contractors for services provided for the benefit of the organization. This organization shall not carry on any other activities not permitted to be carried on by an organization exempt from federal income tax. The organization shall not endorse, contribute to, work for, or otherwise support (or oppose) a candidate for public office. The purpose of the organization is the following:

The purpose of the Mountain Rodeo Association is to provide a means to promote the sport of rodeo in our mountain community. To promote and advance the image of the mountain communities of Fresno County by providing events of county-wide and state-wide significance. To actively involve local youth by providing activities for them that promotes the sport of rodeo and instills an understanding of their ranching heritage.

The organization is organized exclusively for purposes pursuant to section 501(c)(4) of the Internal Revenue Code.

Article I. Meetings

Section 1.01 Monthly Meetings

(a) Meeting dates to be set and called by the Association President.

(b) Meeting dates will be the fourth Tuesday of each month.

(c) Meetings will start promptly at the time set and will be conducted in an orderly and timely manner to

keep the meeting time to a reasonable length.

(i) An Officer's Meeting will be called before the General Meeting if there is a need to do so. The Officer's Meeting will be a closed meeting, where only officers and specific invited individuals may attend to address issues or concerns.

(d) A quorum must be present before a meeting may be called to order. A quorum consists of four board

members.

(e) Membership is not required to attend the general meetings.

Section 1.02 Annual Meeting

(a) An annual meeting shall be held once each calendar year for the purpose of electing directors and

may coincide with the monthly meeting.

(b) The annual meeting shall be held at the time and place designated by the Board of Directors.

Section 1.03 Special Meetings

(a) Special meetings may be requested by the President or the Board of Directors.

(b) A special meeting of members is not required to be held at a geographic location if the meeting is

held by means of the internet or other electronic communications technology in a manner pursuant to which the members have the opportunity to read or hear the proceedings substantially concurrent

Mountain Rodeo Association | Supplemental Election Bylaws - Proposed | September 2026

with the occurrence of the proceedings, note on matters submitted to the members, pose questions, and make comments.

Section 1.04 Notice

(a) Written notice of all meetings shall be provided under this section or as otherwise required by law,

i.e. written technological notice via message, social media, or email.

(b) The Notice shall state the place, date, and hour of the meeting, and if for a special meeting, the

purpose of the meeting.

(c) Notice shall be sent to all directors of record at least 1 week (7 days) prior to the meeting.

Section 1.05 Place of Meeting

(a) Meetings shall be held at the organization's principal place of business unless otherwise stated in

the notice.

(b) If the organization's principal place of business is unavailable due to conditions or size of

membership, another community meeting house may be deemed suitable.

Section 1.06 Quorum

(a) A majority of the directors shall constitute a quorum at a meeting.

(b) In the absence of a quorum, a majority of the directors may adjourn the meeting, any business may

be transacted that might have been transacted at the meeting as originally scheduled.

Article II. Membership

Section 2.01 Membership

(a) Club membership is open to all who wish to attend the association meeting and participate in

association activities.

(b) A fee of $20 per person or $45 per family is required to be a member in good standing. A Family

includes two (2) adults and all minors living on the household.

(c) Membership fee will be collected in December for the following year. Membership will expire in

December each year.

(i) Membership fees are waived by the Association for all Board of Directors.

Article III. Election of Officers

Section 3.01 Election

(a) Election of officers is to be held in October.

(b) The positions to be held are: Association President, Association Vice President, Secretary,

Treasurer, Arena Director, Co-Arena Director, Public Relations, Event Coordinator and Royalty Director.

(i) Association President duties to include: Preside over all meetings.

(ii) Association Vice President duties to include: In the absence of the President the Vice President

shall preside over the meetings.

Mountain Rodeo Association | Supplemental Election Bylaws - Proposed | September 2026

(iii) Secretary duties to include: Taking minutes at the General and Officer's Meetings and

correspondence concerning the Association's activities.

(iv) Treasurer duties to include: Maintain a checking account and present a treasurer's report at all

General Meetings. All checks will require one (1) signature and three (3) officers will have authorization to sign association checks.

(v) Arena Director duties to include: Work with members to ensure an event that will promote the

The sport of rodeo.

(vi) Public Relations duties to include: Overseeing the Association's responsibilities to the

community and membership.

(vii) Event Coordinator duties to include: Planning and overseeing Association events.

(viii) Chairpersons will present before the Board of Officers for approval, any changes in their programs, expenditures, etc. No final decisions can be made by a chairperson alone.

(ix) Royalty Directory Chairperson to be voted by the Board of Directors.

(c) All persons nominated for Board Members must be an association member 30 days or more prior to

nomination.

(d) RIGHT TO VOTE. All persons voting for Board Members must satisfy each of the following

requirements:

Be at least eighteen (18) years of age on the date of the election;

Have been a member of the Mountain Rodeo Association for at least thirty (30) consecutive days prior to the election; and

Be a current MRA member in good standing on the date of the election.

For purposes of this supplemental election provision, all three requirements must be satisfied before a member is entitled to vote. Membership alone does not create voting rights unless the age, thirty-day membership, and good-standing requirements above are met.

(e) Officers will be nominated by MRA members at the September General Meeting and voted on at the

October General Meeting. The majority of votes will place the person in office.

(i) President, Vice President, Arena Director & Co-Arena Director, Secretary, and Treasurer will be

elected to 2 year terms.

(ii) Public Relations Chairperson, Event Coordinator and Royalty Director will be elected to 1 year

term.

(f) Officers may be elected for more than two terms.

(g) All officers have 30 days to turn over all association property to the newly elected officials (to include

but not limited to: keys, books, minutes, etc...)

(h) The Board of Directors shall have the power to remove an officer or agent of the organization.

(i) If an Officer misses three regular and/or Officer meetings, the remaining officers may vote to replace

that officer.

(j) Any vacancy that occurs for any reason may be filled by the Board of Directors.

Mountain Rodeo Association | Supplemental Election Bylaws - Proposed | September 2026

Article IV. Events

Section 4.01 Rodeo Royalty

(a) Girls interested in participating in the Rodeo Royalty Contest may run in the contest if they have won a previous contest as long as one (1) year has passed in your age group. Girls moving up in age may run without waiting one year. Girls must be of age by coronation date of the year running.

(b) Royalty Director can adjust age divisions as needed

(i) Queen

(ii) Princess

(iii) Little Miss

(iv) Tiny Princess

(b) Current Royalty are not permitted to compete or hold another association title.

Section 4.02 Cowboy Classic and Cowboy Days

(a) Cowboy Classic Ranch Rodeo to be held the second weekend in September

(b) Cowboy Days Ranch Rodeo to be held the last weekend in October.

(i) All events will be conducted in a professional manner. All team and individual event contestants

will comply with these Mandatory Rules.

(a) No Whining, Complaining, Arguing or Harassing of any Judge, Flagger, Arena Director, Grounds

Crew, Office Staff, Timer(s) and/or announcing staff. If any contestant, team member, friend or family member is in violation of the above rule, the team and/or individual contestant will be disqualified in

that event.

(b) No cursing, swearing, inappropriate language or unprofessional conduct will be allowed at any time.

This is a family event, please act accordingly.

presented before the team exits the arena in that event. No Exceptions. All decisions of the Judge and Arena Director will be final.

(d) A contestant and/or team may be disqualified for unnecessary roughness to cattle or horses or any

unsportsmanlike conduct. Abuse of either personal animals or event animals, (example: kicking cattle, whipping, tripping, gouging of eyes, or any action which is totally unnecessary) is strictly prohibited. No Exceptions! Judges may disqualify a contestant at their discretion as a penalty for disregarding any official rule.

(e) No alcoholic beverages or glass bottles permitted in arena. No Exceptions!

(f) Official events will have Cowboy dress code enforced. Cowboy Hat or NO hat - No ball caps or visors allowed in the arena. Shirts must have a collar and at least two buttons, short or long sleeves. Shirt rule is the same for men and women - No t-shirts, sleeveless shirts or tank tops allowed. Non-western attire will not be allowed during any events. Cowboy boots or appropriate riding footwear with heels. Failure to adhere to the dress code will result in disqualification.

(g) WE RESERVE THE RIGHT TO REFUSE SERVICE TO ANYONE.

(ii) Fighting, misconduct or altercations anywhere on the grounds will not be tolerated. All

judgments will be advised by Security personnel.

(a) Punishment can be Forfeit of entry fees or winnings.

(b) Ejection from the Rodeo grounds.

Mountain Rodeo Association | Supplemental Election Bylaws - Proposed | September 2026

Article V. Amendment to the Bylaws

Section 5.01 Bylaws

(a) The bylaws may be amended, altered, or repealed by the Board of Directors by a majority of a

quorum vote at any regular or special meeting.

Article VI. Indemnification

Section 6.01 Indemnification

(a) Any director or officer who is involved in litigation by reason of his/her position as a director or officer of this organization shall be indemnified and held harmless by the organization to the fullest extent authorized by law as it now exists or may subsequently be amended (but, in the case of any such amendment, only to the extent that such amendment permits the organization to provide broader indemnification rights).

Article VII. Dissolution

Section 7.01 Dissolution

(a) The organization may be dissolved with authorization of its Board of Directors given at a special

meeting called for that purpose, and with the subsequent approval by no less than two-thirds (2/3) vote of the members. Once agreed upon the board will choose which charity the remaining funds in the bank account should be donated to.

Supplemental Adoption / Certification

This supplemental/restated version is based on the Mountain Rodeo Association bylaws revised October 2025. The principal proposed change is the addition of objective voting-eligibility requirements in Article III, Section 3.01(d).

If adopted in accordance with Article V, Section 5.01 of the existing bylaws, the voting-eligibility provision above shall apply to the election for which it is adopted and remain effective until amended or repealed in accordance with the bylaws.

Adopted by the Board of Directors on: September 1, 2026

Shane Gibbs: President

Daniel Abell: Interim Vice President

Jennifer Sales: Interim Secretary

Meredith Gibbs: Treasurer

Event Coordinator: Robin Riddle

PR: Lesley Hooper Caulkins

Darwin Rhodes: Arena Director

Danny Abell: Co Arena Director

Royalty Director: Jessica Barnett/Wolters

Mountain Rodeo Association | Supplemental Election Bylaws - Proposed | September 2026