Bylaws Of The Trinity Valley Exposition, Inc.

The purpose of the TRINITY VALLEY EXPOSITION, INC. (“TVE”) are to promote agriculture, youth organizations, youth activities and to award scholarship for education of youth – all for he benefit of the citizens of Liberty and Chambers Counties, Texas.

Article 2. – Principal Office

The principal office of the TVE shall be located in Liberty County, Texas.

Article 3. – The TVE Board of Directors

Section 1. – Number of Directors. The TVE Board of Directors (“the Board”) shall be composed of twelve (12) directors and at least one (1) of such directors shall be from Chambers County, Texas.

Section 2. – Qualifications of Directors/Conflict of Interest

a. Director shall be adults who reside, or work, full time in Liberty or Chambers County and who are

knowledgeable about the TVE and its activities. No one shall be allowed to serve as director who:

Has served as a director before 1990.



Is related as parent, grand parent, brother, sister, child or spouse (including spouse of any of the



foregoing) to a person serving as an officer, manager or director of TVE at the same time person is or

would be serving.

Has served as a director for all, or part, of two (2) consecutive year terms during the previous two (2)



years before the election or appointment in question.

b. If a director has a substantial interest in a business entity or in real property that’s of interest to the TVE, the director shall file, before a vote of decision on any matter involving the business entity or real property, an affidavit stating and disclosing the nature and the extent of the interest and such director shall abstain from further participation on the subject if:

1. In the case of a substantial interest in a business entity, the board of directors’ action will have a special economic effect on the business entity that is distinguishable from the effect on the general public; or

2. In the case of a substantial interest in real property, it is reasonably foreseeable that the board of directors’ action will have a special economic effect on the value of the property distinguishable from its effect on the general public.

c. “Business entity” means the individual director, a sole proprietorship, partnership, firm, corporation, holding company, joint stock company, receivership, trust or any other entity recognized by law.

d. For the purposes of paragraph b. of this Article 3, a director has a substantial interest in a business entity if:

1. The director owns ten (10% percent or more of the voting stock or shares of the business entity or owns either ten (10% percent or more or $15,000.00 or more of the fair market value of the business entity; or

2. Funds received by the director from the business entity exceed ten (10%) percent of the director’s gross income for the previous calendar year.

e. For the purpose of paragraph b. of this Article 3, a director has a substantial interest in real property if the interest is equitable or legal ownership with a fair market value of $2,500.00 or more.

f. A director is considered to have a substantial interest if a person related to the director as a spouse, child, step-child, daughter-in-law, or son-in-law has a substantial interest in the business entity or real property.

g. Notwithstanding any provision of this Article 3 to the contrary, a director shall not be prohibited from bidding at any TVE auction or having any spouse, child, step-child, daughter-in-law, or son-in-law participate in any TVE activity so long as the director does not influence or attempt to influence the result of any auction or activity. Bidding at any TVE auction by the director shall not be prohibited under this article. A director shall not be prohibited from assisting in the acquisition, care, keeping, and presentation of an animal project.

h. If the board of directors determines that any one or more of the above disqualifying events occurred without a timely compliance with paragraph b. of this Article 3, a vacancy of office shall be deemed to have occurred and the board shall fill the vacancy for the remainder of the vacated term.

i. A violation of this Article 3 shall not render any action of the board of directors void or voidable unless the topic that was subject of an action involving a conflict of interest would not have passed the board of directors without the vote of the director who violated this Article 3.

Section 3. – Term of Office. Directors shall serve two (2) year terms except for directors who are appointed to fill a vacancy. A director appointed to fill a vacancy shall serve the remainder of the unexpired term of the directors who position was vacated. All director vacancies shall be filled by the Board.

Section 4. – When Directors Elected – Six (6) directors shall be elected in January of each year and each shall begin to serve as a director immediately following the meeting at which such director is elected. The election of directors shall follow the election of the President in odd numbers years.

Section 5. – Election of Directors.

a. Director candidates shall be nominated by the nominating committee. The nominating committee shall consist of the President and four (4) directors who are serving their second or fourth year of service on the Board. The nominating committee shall be appointed by the President and approved by a majority vote of the Board. To begin the nominating process, the nominating committee, in October and November prior to the January elections, shall notify TVE committee members, advertisers, contributors and supporters to make written recommendations for director candidates. The nominating committee will select nominees from such written recommendations. At the next regular December meeting, the nominating committee shall provide the Board with a list of director candidates to be voted upon.

b. Elections. The election of directors shall be held each year at the regular January meeting. Board members

shall be elected from the list of nominees proposed by the nominating committee at the December meeting;

provided, that additional nominations may be made at the January Board meeting by a director if that

director’s nomination is seconded by another Board member. Voting shall be by secret ballot.

Section 6. – Board Chair. The Board shall be presided over by the Board Chair, who shall be a director. The

chair shall be elected by the Board in January of each year following the election of directors. The chair shall serve a one (1) year term of office that commences immediately after the Board meeting at which such person is elected chair. The chair shall be entitled to vote on all matters brought before the Board. A person shall not be entitled to serve more than two (2) successive terms as chair.

Section 7. – Powers and Duties of the Board. The Board shall regulate the affairs and business of the TVE and shall have all such powers and perform all such duties as it considers necessary and appropriate for the sound management and operation of the TVE including, but not limited to, the following.

a. To make rules and regulations consistent with the by-laws for the management of the TVE business.

b. To appoint, elect and remove directors, officers, managers and all other personnel of the TVE and prescribe the duties of each such persons.

c. To employ and terminate the employment of agents, attorneys, accountants, contracts and employees of the TVE.

d. To incur indebtedness on behalf of the TVE and to mortgage by deed of trust or otherwise pledge, assign and transfer as security for any indebtedness, all real property, contracts, accounts and other property belonging to the TVE. Board approval shall be required prior to the execution of all promissory notes, contracts, deeds of trust, mortgages, assignments, pledges and commitments, and any other instruments that may be required to an lending agency as prerequisite for any loan to the TVE, for the conduct of business of the TVE, for obtaining funds to be used as operating capital, or for attaining funds to use for the purchase of necessary facilities, or improvements.

e. To purchase, lease or rent any real estate or personal property as deemed necessary by the Board for part credit, or all cash, or all credit, and upon such terms and for the prices as the board deems proper.

f. To supervise all officers and agents and require their duties to be properly performed. To see that the TVE is operating for the mutual benefits of the people of Liberty and Chambers Counties in accordance with these by-laws.

g. To oversee, control, manage and arrange all of the financial affairs of the TVE, it properties and improvements.

h. To control and supervise the awarding of the TVE scholarships.

Section 8. Board Meetings.

a. Regular Board Meetings. Regular Board meetings shall be held on the second Tuesday of each month.

b. Special Board Meetings. Special Board meetings may be called by the Board Chair or by the President with

at least two (2) days notice to each director, either personally, by mail, telephone or telegram. The President

may also call special meetings, on like notices, upon the written request of at least two (2) directors.

c. Place of Meetings. All Board meetings shall be held at the TVE Office on the TVE grounds in Liberty, Texas

unless otherwise authorized by the Board.

b. A Quorum. Seven (7) directors must be present to constitute a quorum and to conduct business by the Board. Action by a quorum shall constitute an act of the Board unless by a quorum shall constitute an act of these by-laws. If a quorum is not present for a meeting of the Board, an adjournment shall be announced by the Board chair until such time as a quorum is present to conduct a meeting. Any purported action taken without a quorum is void and shall not be binding upon the TVE.

c. Conduct of Meeting. The Board chair shall preside at all Board meetings. If the Board Chair is not present,

the President shall preside, but shall be entitled to vote only in the event of a tie. If the President is absent,

the Vice-President will chair the meeting. If the Vice-President is absent, the General Manager shall chair the

meeting. The Secretary shall not chair a meeting and shall act only as the secretary for the meeting and the

custodian of the TVE’s records. Alcoholic beverage shall not be brought into or consumed at the Board

meeting.

d. Order of Business. The order of business at the regular meetings shall be substantially as follows:

1. Roll Call

Proof of due notice of meeting.



Approval of minutes



Report of officers and from committees.



Old and unfinished business.



New Business



Adjournment.



**g. In addition to conducting Board business at regular and/or special meetings, the President or Board Chair

shall be authorized to obtain telephone, fax, or e-mail approval for proposed Board Action when immediate

approval is deemed necessary and when it is very inconvenient or impractical under the particular

circumstance to convene a special meeting or wait until the next regular meeting. Such methods for

obtaining Board approval shall be utilized cautiously and shall not be employed as a routine method for

conducting Board business. Any such communication shall not be initiated unless both the President and

the Board Chair is in favor of the proposed action. To obtain such authorization for Board action, the

President or Board chair shall attempt to contact (either personally by telephone, by fax or e-mail) all

directors and shall explain to each director who is contacted the need for immediate Board approval and

the specifics regarding the proposed action, including, if applicable, the money proposed to be expended.

The matter sought to be approved shall require the affirmative consent of at least seven (7) directors.

Should such approval be obtained from the required number of directors, then at the next regular Board

meeting the President shall present for the Board’s approval and for attachment to the minutes of such

meeting a written memorandum disclosing the subject for which authorization was sought. Such written

memorandum shall include the name of each director contacted, the date and time of contact with each

director, a statement that both the President and Board chair favored the proposed action and it shall also

indicate clearly each directors vote on the subject. If any directors responded by fax or e-mail, such

response shall also be attached to the memorandum. The memorandum shall be signed by the Board

Chair and by the President.

Section 9 – Automatic Resignation-Reinstatement. Any director who misses three consecutive Board meetings or who misses (5) Board meetings in any calendar year shall be deemed to have automatically resigned from the Board. Upon a showing of good cause, such director may be reinstate by a majority vote of the Board. The Board shall have the sole discretion to determine if good cause exists and the Board’s decision shall be finial.

Article 4. – Officers of the TVE

Section 1. – Elected Officers. The Officers of the TVE shall be a President, Vice-President, a Secretary and a Treasurer. An Officer shall not be a director.

Section 2. – Qualification/Conflict of Interest as to Officers and Managers.

a. No one shall be allowed to serve as an officer or manager who:

Has served as a TVE director before 1990.



Is related as parent, grandparent, brother, sister, child or spouse (including spouse of any of the foregoing) to a person serving as an officer, manager or director of the TVE at the same time as the person is or would be serving.



Has served as a director for all, or part, of two (2) consecutive year terms during the pervious two (2) years before the election or appointment in questions.



b. All officers and managers are prohibited from having a personal financial interest in any contract entered into

by the TVE and from voting on any matter in which a family member or business associate has a financial or

beneficial interest., This provision shall not prevent any individual from bidding at the TVE auction or having

children participate in any TVE activity so long as the officer or manger does not, in any manner influence the

results of any competition.

c. If the Board determines that any one or more of the above disqualifying events has occurred, a vacancy of

office shall be deemed to have occurred and the Board may then fill such vacancy. Should one or more

disqualifying events (as determined by the Board) occur as to an officer or manager, a vacancy shall be

created and shall be filled by vote of the Board.

Section 3. – The President. The President shall be elected by a majority vote of the Board in December of

each even numbered year, and the person elected President shall assume the duties of office immediately

after the meeting at which such person was elected. The election shall be by secret ballot. The term of office

of the President shall be twenty-four (24) months. After authorization by the Board, the President shall have

the power to execute bonds, mortgages and other contracts on behalf of the TVE, except where required or

permitted by law to be otherwise signed and executed and except where the signing and executive thereof

shall be expressly delegated by the Board to some other officer or agent of the TVE. The President shall

insure that all orders and resolutions from the Board are carried swiftly into effect. Subject to the Board’s

approval, the President shall have the power to appoint the General Manager, and Secretary of the TVE. At

the pleasure of the Board, the immediate past president shall serve the succeeding year as an advisory (non-

voting) member of the Board.

Section 4. – Breaking Tie Votes. The President shall break any tie vote of the Board. This power shall be

assumed by the Vice-President in the absence of the President, and shall be assumed by the General

Manager in the absence of both the President and Vice-President.

Section 5. – The Vice President. The Vice President shall be elected by a majority of the Board in December

of each year. There term of office for the Vice-President is twelve (12) months. The Vice-President shall, in

the absence or disability of the President, perform the duties and exercise the powers of the President and

shall perform all other duties as directed by the board.

Section 6. The Secretary – The Secretary shall be the scribner and custodian of the corporate records. The

Secretary shall be appointed by the President subject to prior Board approval. The Secretary shall attend all

meetings of the Board and shall take minutes of such meetings. The Secretary shall keep the corporate seal

and when authorize by the Board, affix the same to any instrument requiring it, and when so affixed is shall be

attested by the Secretary’s signature. When the corporate seal is required as to instruments executed in the

course of ordinary business, the Secretary shall attest to the signature of the President, or Vice-President and

shall affix the seal thereto.

Section 7. – The Treasurer. The Treasurer shall be elected by majority vote of the Board. The term of office

for Treasurer shall be twelve (12) months. The Treasurer shall have custody of the corporate funds and

securities and shall keep full and accurate accounting books and records including those showing the receipts

and the disbursements of funds belonging to the TVE. The Treasurer shall deposit all money and other

valuable effects, in the name of, and to the credit of, the TVE, in a depository to be designated by the Board.

The Treasurer shall give the Board regular and complete financial statements, showing the financial condition

of the TVE.

Section 8. – The General Manager. The General Manager shall be appointed by the President with prior

Board approval. The term of office of the General Manager shall be twelve (12) months. Under the direction

of the President and the Board, the General Manager shall have the power to appoint all committee

chairpersons, subject to prior approval by the President and Board. The General Manager shall receive

compensation as approved by the Board.

Section 9 – Assistant Managers. The General Manager may appoint, subject to prior approval by the

President and Board, as many as seven (7) Assistant Managers**. The term of office for an Assistant

Manager shall be twelve (12) months. Assistant Managers should be approved on a year to year basis, not to

exceed three (3) consecutive year of service. The Assistant Manager shall assist the General Manager in the

ordinary and the usual business of the TVE. Assistant Managers shall serve without compensation.

Article 5. – Vacancy In Office

In addition to the other disqualifying events that create a vacancy as provided by these by-laws, a vacancy shall also be deemed to have occurred should one or more of the following occur as to any director, officer, General Manager or assistant manager:

a. Death

b. Resignation.

c. Failure to reside or work full time in Liberty or Chambers Counties, Texas

d. Failure to attend to the trust and/or duties of the office or position, as determined by vote of the Board.

Unless other wise provided by these by-laws, any such vacancy shall be filled by vote of the Board.

Article 6. – Compensation

All directors, officers, assistant managers and committee members shall serve without compensation. However, any of the such persons may be reimbursed by the Board for legitimate expenditures made on behalf of the TVE.

Article 7. – Contracts

All contracts concerning the TVE must have Board approval and be signed by the President. Carnival and rodeo contracts shall also be executed by the respective committee chairperson.

Article 8. - Committees

Section 1. – Committee Chair. The Board shall appoint each committee chair at or before the March Board

meeting of each year. Each committee chair shall serve at the will and pleasure of the Board. A person may

serve for more than three (3) consecutive years. Each committee chair shall appoint one (1) member of that

committee as vice-chair. The vice-chair shall not be immediate family member of the committee chair

(spouse, parent, child or sibling). The vice-chair shall fulfill the duties of the committee chair during the

absence of the committee chair or during the time the committee chair is unable to unwilling to perform the

duties of the committee chair.

Section 2. – Committee Members. Each Committee chair may appoint and/or remove any member of that

committee. Each committee chair may appoint as many committee members as the chair deems appropriate

for the operation of the committee. The Board and General Manager shall approve committee appointments.

All committee members shall serve at the will and pleasure of the Board, which shall have the final authority

as to committee members. Committee members should attend all committee meetings, properly report and

account for all funds delivered to and/or collected by any committee member, be a positive influence for the

TVE in committee work, contacts with other people concerning TVE activities. Committee members should

convey ideas and suggestions for the betterment of the TVE, be professional in committee activities and see

to the timely completion of assigned task.

Section 3. – Committee Chair Responsibilities. Each committee chair shall have the following responsibilities:

a. See to the timely, proper performance of committee assignments and duties.

b. On or before May 1st of each year compile and deliver a typed list of committee members to the Assistant manager over that committee and to the TVE Office. The list shall include the name, mailing address, telephone number and e-mail address of all committee members.

c. On or before June 1st of each year prepare and deliver a typed committee budget to the Assistant

Manager over the committee and to the TVE office.

d. Attend all committee chair meetings. If a committee chair is unable to attend any such meeting, the vice-

chair or other designated committee members shall attend any such meeting and fully report to the

committee chair.

e. Properly report and account for all funds delivered to and/or collected by the committee. All collected

funds and reports shall be delivered to the Assistant Manager over the committee, to the Facility Manager

or to the TVE President.

f. Keep the Assistant Manager over the committee informed of committee activities.

g. Be a positive influence for the TVE in committee work, contacts with committee members and other

people you contact concerning TVE activities.

h. Freely convey ideas and suggestions to better the TVE and be professional in conducting committee

activities.

i. Timely complete such tasks as may be assigned by the Board an/or any authorized TVE Official.

Article 9. – Miscellaneous Provisions

Section 1. – By Laws Printed. After adoption, these by-laws shall be copied and delivered to each director

and officer.

Section 2 – Checks. All checks shall be signed by two (2) of the following; President, General Manager, Secretary, or the Treasurer.

Section 3 – Fiscal Year and Financial Statements. The fiscal year of the TVE shall be the calendar year. A

financial statement, profit and loss statement and balance sheet be presented to the Board at least four (4)

times per year or more frequently as the Board shall direct.

Section 4. – Budget. The President shall present a proposed budget to the Board at the regular February

Board meeting of each year. The Board shall adopt a budget no later than the following regular Board

meeting in March. The budget shall include income and expenses for each committee as established by the

Board.

Section 5. – Fidelity Bond. the President and Treasurer shall each provide a fidelity bond in favor of the TVE

in the amount of ONE HUNDRED THOUSAND AND NO/100 ($100,000.00) Dollars each. The TVE shall pay

the premiums for such bonds.

Section 6. – Political Advertising. No paid or any other form of political advertising shall be placed anywhere on the grounds except in the Exposition Hall and committee persons are not allowed to wear advertising, such as buttons or shirts endorsing candidates. Individuals may pay for a space in the Exposition Hall.

Article 10. – Amendments of By-Laws

These By-Laws may be amended at any regular meeting of the Board by a majority vote of the Board.