1 General Meetings
General Meetings of the Association shall be Ordinary or Special. An Ordinary General Meeting to be called the Annual General Meeting shall be held at least once in each financial year at such time and place as may be fixed by the Council from time to time.
2. Notice of Annual General Meeting
Notice convening every Annual General Meeting shall be given not less than twenty one clear days before the date fixed for such meeting. Alternatively the Council may publish such notice in such newspapers circulating in the area serviced by the Society, as the Council shall deem suitable.
3 Business of Annual General Meeting
The following business shall be transacted at every Annual General Meeting of the Society:
a) The adoption of Standing Orders, if decided.
b) The minutes of the immediately preceding Annual General Meeting and of every (if any) other unconfirmed General Meeting held subsequent thereto, shall be read by the Secretary, if present, or if the Secretary be absent by such other person as may be appointed by the presiding chairman of the meeting and when the meeting confirms the minutes as read or as altered by the meeting they shall be signed by the presiding chairman.
c) The Chairman or other person appointed by the Council shall report on the activities of the Association in the year under review and the meeting may take such action thereon as it may decide; provided that no resolution on such report shall take precedence over the adoption of the audited statement of accounts and balance sheet.
d) The statement of accounts and balance sheet as certified by the Associations Auditor for the immediately preceding statutory financial year or period and for such other periods or years in respect of which any audit may have been made and which has not already been submitted to a General Meeting and adopted thereat, shall if correct, be adopted.
e) An Auditor in accordance with law, the Regulations shall be appointed to carry out the statutory audit of the Associations accounts for the financial year then current and to do such other work as the Council may deem necessary. The Council shall have power to fill any vacancy occurring in the office of Auditor until the next Annual General Meeting. The Council shall also have power to fix the Auditor's remuneration and expenses for such work he may be engaged to do.
f) Vacancies on the Council and the election of Council Members shall be dealt
g) The authorisation of the Council to raise money on loan subject to Rule
h) Any other business arising that may be deemed by the meeting proper
and expedient provided the Secretary has received at least five clear days notice of it beforehand, but the chairman of the meeting may, if he thinks fit waive this proviso and concede to the meeting such right of discussion and action in reference to any matter raised under this head at any Annual General Meeting as he may consider adequate.
4 Special General Meeting
A Special General Meeting may be convened by the Council at any time, on it's own authority, or upon a requisition signed by at least seventy five Members for the time being. The requisition shall be addressed to the Chairman or Secretary at the registered office of the Society and shall state the purpose of such meeting, the names and Registered Addresses of the requisitionists and shall be in such form as set out in Appendix VI annexed to these Rules. On receipt of such requisition the meeting shall be convened by the Association .If the Society shall fail for twenty one clear days to convene a meeting after the receipt of such requisition the signatories thereto may convene same at the expense of the Association provided however, that the Society shall not be liable for any legal costs incurred by the requisitionists in connection with any meeting proposed or held or otherwise.
5 Notice of Special General Meeting
Notice of every Special General Meeting shall be given or sent to each Member not less than eight clear days before the date fixed for such meeting, except where, in cases of exceptional urgency, the Council shall resolve to convene a Special General Meeting on shorter notice, provided that in no case shall the
notice given be less than four clear days. No business shall be transacted at Special General Meetings save that for the purpose for which the meeting is convened and of which particulars shall have been duly given in the notice convening every such meeting.
6 Quorum of General Meetings
No business shall be transacted at any General Meeting unless at least forty (40) Members are present when the meeting proceeds to business. If within one hour from the time appointed for the meeting a quorum of forty (40) Members entitled to attend and vote thereat are not present the meeting if it be
or is to be considered an Ordinary General Meeting of the Association or if it is a Special General Meeting convened by the Council shall stand adjourned to that day week at the same time and place, but if it be convened by notice upon a requisition from Members shall be absolutely dissolved. No meeting shall be rendered incapable of transacting business by want of a quorum after the chair has been taken and the meeting is commenced, provided that the meeting shall be adjourned should the attendance fall below twenty (20).
7 Adjournment with consent of meeting
The presiding chairman may with the consent of the meeting and shall, if the meeting so directs, adjourn any General Meeting from time to time and from place to place, but no business shall be transacted at any adjourned General Meeting other than the business left unfinished at the meeting from which the adjournment took place. Any General Meeting may be adjourned for any period not exceeding twenty eight clear days. When a General Meeting is adjourned for twenty one days or more, notice of the adjourned meeting shall be given as in the case of an original General Meeting. Save as aforesaid, it shall not be necessary to give any notice of an adjournment or of the business to be transacted at an adjourned meeting.
The Chairman of the Council shall preside as chairman at every General Meeting of the Association. In his absence, the Vice-Chairman of the Council shall be entitled to preside as chairman at any General Meeting of the Association. In the absence of both the Chairman and Vice-Chairman the Council may appoint one of their number to be chairman of a General Meeting or if no Council Member shall be present and willing to take the chair, the Members present shall choose one of their number to be chairman of the meeting.
9. Voting at a General Meeting
Subject to a ballot as herein provided every question at any General Meeting shall be decided by a show of hands when each Member present shall have one vote only and a declaration by the chairman that a resolution has been carried or not carried, or carried or not carried by a particular majority, and an entry to that effect in the minute book of the Association shall be conclusive evidence of the
facts without proof of the number or proportion of the votes recorded in favour of or against such resolution. Any five Members present at a General Meeting may demand a ballot in which case a ballot shall be taken. Each Member present and entitled to vote shall have only one vote except the chairman of the meeting when entitled to give a casting vote. Any Member who is in arrears for payment of any calls due and shall not be entitled to attend any meeting nor may he vote until his liability be discharged. The legal personal representative of a deceased Member shall not be entitled to attend any General Meeting nor may he vote thereat.
10. Chairman to have casting vote and decide validity of votes
In the case of an equality of votes at any General Meeting, upon a show of hands or on a ballot, the presiding chairman shall be entitled to a second or casting vote. In case of any dispute as to the admission or rejection of any vote, the chairman shall determine the same and such determination shall be final and conclusive.
11. Proxy votes
Save as provided for in Section 41 of the Act of 1893 voting by proxy shall not be admissible.
12. Meeting may continue notwithstanding ballot
Any business other than that upon which a ballot has been demanded may be proceeded with pending the taking of the ballot.
COUNCIL & CHAIRMAN
The Council referred to in these Rules shall consist of not more than twelve (12) persons and shall be elected by and hold their appointment from the Annual General Meeting or from a Special General
Meeting held in accordance with the rules. The chairmen of the Branches shall be deemed to automatically hold a seat on the National Council.
14 Retirement of Council Members
3 Council Members shall retire by rotation annually. Retiring Council Members shall, subject to the provisions of this Rule, be eligible to seek re-election to the Council. The order of retirement shall be determined by alphabetical order in the first instance and thereafter by length of service.
A Member shall not be eligible for election or re-election to the Council if;
a) he is a bankrupt, or
b) he is of unsound mind; or
c) he has been convicted on indictment of any offence involving fraud or
d) he holds any office or place of profit under the Association or
e) he has/ will have served immediately prior to the date of his retirement
for a period of four years consecutively on the Council. For the purposes of this Rule a ‘year’ shall be defined as the period from the conclusion of one Annual General Meeting to the conclusion of the ensuing Annual General Meeting.
15 Filling Vacancies on the Council.
i. Each year the Secretary or other person authorised by the Council shall notify the Members of the Association of the Council Members to retire by rotation or otherwise including any casual vacancy (caused by death,disqualification, removal, resignation or otherwise),
b) whether the Council Members retiring by rotation are eligible to
c) whether those eligible Council Members have indicated their
willingness to seek re-election,
d) shall request nominations for election to the Council in
accordance with the provisions of paragraph (ii) of this Rule
from Members of the Society, and
e) shall state the closing time and date for receipt of such
ii. Any member of the Association other than a retiring Council Member seeking
election to the Council must be nominated in writing and the nomination
received by the Secretary on or before the 10th day of April or such
earlier or later date as may be agreed by the Council. The person
nominated must sign the nomination form and the nomination must be
witnessed by two members of the Association other than the nominated
person. Nomination forms shall be made available by the Secretary to
any Member seeking them. A retiring Council Member shall, subject to
the provisions of this Rule, be deemed to be renominated unless he
informs the Secretary in writing that he is not seeking re-election.
iii. Each year with the notice of the Annual General Meeting the Secretary
or other person authorised by the Council shall notify the Members of
a) of the names of the Council Members eligible to and seeking reelection,
b) of the names of those Members of the Association validly nominated
and seeking election to the Council.
iv. Subject to the provisions of the next paragraph of this Rule, any casual
vacancy occurring on the Council shall be filled at the next Annual
General Meeting. The Member so elected shall complete the unexpired
period of office of the Member he replaced and shall be governed by the
same provisions with regard to retirement as would have applied to the
Member so replaced.
If five or more casual vacancies occur on the Council within six months
following the Annual General Meeting the Council may instruct the
Secretary or other person authorised by the Council to convene a
Special General Meeting for the purpose of electing members to the
16 Election Procedure
(i) At any meeting at which an election of a Member or Members to the
Council or of the Chairman or Vice-Chairman is to
take place the procedure set out in this Rule shall apply.
(ii) The Secretary or other person authorised by him shall act as returning
officer for all election meetings of the Association under this Rule.
(iii) Voting at all election meetings of the Association under this Rule shall be by
secret ballot. The Chairman of the meeting shall not be entitled to
exercise a second or casting vote if there is an equality of votes in any
(iv) All members of the Association or of the Council (being a member whose
membership rights have not been suspended pursuant to these Rules)
as the case may be shall be entitled to vote and no person shall cast
more votes in any ballot than there are vacancies to be filled.
(v) Where there is one vacancy the candidate who receives the highest
number of valid votes cast in his favour shall be declared elected. If two
or more candidates receive the highest number of valid votes cast in
their favour the returning officer shall draw by lot the name of one such
candidate who shall be declared elected.
(vi) Where there is more than one vacancy to be filled those candidates
equal in number to the number of vacancies to be filled who receive the
highest number of valid votes cast in their favour shall be declared
elected. Where one or more vacancies remain to be filled after the
ballot because two or more candidates received an equal number of
valid votes cast in their favour, a further ballot shall be held among such
candidates to fill the remaining vacancy or vacancies. The candidate or
candidates who receive the highest number of valid votes cast in his or
their favour shall be declared elected. If after this further ballot there
remain one or more vacancies to be filled because of an equality of
votes among two or more candidates, the returning officer shall draw by
lot the name or names of the candidate or candidates who shall be
(vii) The Council shall have power to make such regulations and standing
orders, not being inconsistent with the provisions of these Rules, as may
be necessary for the conduct of meetings at which an election is to take
17 The Powers of Council
The business and affairs of the Association shall be directed and controlled by the
Council who may exercise all such powers of the Association as are not by the Acts
or by these Rules required to be exercised by the Association in General Meeting.
The Council may, following a request from a group of members resident in a
particular area, establish a branch of the Association in that area. The Council may
delegate such powers and privileges, not being inconsistent with the provisions
of these Rules, to a branch as it determines from time to time.
The Council may delegate any of the powers hereby given to it to a Sub- Committee or Sub-Committees composed of such persons and in such manner as it determines who shall in the exercise of the powers so delegated conform in all respects to such instructions as may be given to them from time to time
by the Council.
19. Disqualification of a Council Member
The office of a Council Member shall ipso facto be vacated if:
a) he becomes bankrupt; or
b) he becomes of unsound mind; or
c) he be convicted on indictment of an offence involving fraud or
d) he absents himself from three consecutive meetings of the Council
without special leave of absence from the Council; or
e) he gives the Council one month's notice in writing that he resigns his
f) he ceases to be a Member; or
g) he holds any office or place of profit under the Association .But any act done in good faith by a Council Member whose office is vacated as
aforesaid, shall be valid unless prior to the doing of such act, written notice
shall have been served upon the Secretary and communicated to the other
Council Members, or an entry shall have been made in the minute book of the
Council, stating that such Council Member has ceased to be a Council Member.
Any Member or Members of the Council may be removed from office by a
resolution passed by a two-thirds majority of those present and voting at a
Special General Meeting.
The quorum for Council meetings shall be one third of its total membership.
21 Meetings of the Council
There shall be at least three Ordinary Council Meetings in the year. Special
Meetings may be convened at any time by the Secretary, at the request of the
Chairman or by the Secretary at the request of one-quarter of the members of
the Council for the time being. Save where all the Council Members agree to
shorter notice, at least twenty four hours notice of such meetings shall be given
to each Council Member. Notice of meetings may be given by telephone. Save
where all the Council Members otherwise agree a Special Council Meeting shall
transact no business other than that appearing on the agenda paper which shall
accompany the notice convening the meeting, or which shall be communicated
to Council Members if given by telephone. An Ordinary Council Meeting may, at
the conclusion of its ordinary business, be made special for any purpose of
which notice has been duly given.
22 Acts Deemed Valid
All acts done by any meeting of the Council or by any Sub-Committee of the
Council, or by any person in his capacity as a member of the Council, shall,
notwithstanding that it shall afterwards be discovered that there was some
defect in the appointment of any member of the Council or any Sub-Committee
thereof or person acting as aforesaid, or that they or any of them were
disqualified, be as valid as if every such person has been duly appointed and
23 Conflict of Interest
A member of the Council who is in any way directly, or indirectly, interested in a
contract, or proposed contract, with the Association other than a contract made by
Members in the ordinary course of trading with the Association shall declare the
nature of his interest at a meeting of the Council as soon as the matter comes
forward for discussion. A Council Member shall not vote in respect of any
contract, proposed contract, or agreement, in which he is so interested, and if
he shall vote, his vote shall not be counted.
24. Chairman & Vice-Chairman
(i) The Council shall elect one of their members as their Chairman. The
person so elected shall also be Chairman of the Association He shall have
such functions powers and remuneration (if any) for his services as may
be agreed upon by the Council.
(ii) He shall be elected at the first Council Meeting held after the Annual
General Meeting. Subject to the provisions of paragraph (vi) of this
Rule the Chairman shall hold office until the election of his successor is
completed at the first meeting of the Council held after the ensuing
Annual General Meeting when, subject to the provisions of clause (viii)
he shall be eligible for re-election.
(iii) He shall be removable from office by the vote of two thirds of the Council
Members present and voting at a Special Council Meeting held for the
(iv) In the event of an equality of votes on any question by a show of hands
the Chairman shall call for a secret ballot. In the event of an equality of
votes again, the Chairman shall then be entitled to have a second or
casting vote except in any question arising under paragraph (vii) of this
(v) The Council shall also elect one of their members as Vice-Chairman.
The person so elected shall take the place of the Chairman in the latter’s
absence. He shall be elected and hold office in accordance with the
same provisions as those which apply to the Chairman. In the absence
of both the Chairman and Vice-Chairman from any meeting of the
Council, the Council members present shall elect one of their number as
chairman for the purpose of such meeting only. Such Council Member
while presiding at the meeting shall enjoy all such powers or privileges
as the Chairman would have enjoyed if he were presiding at the meeting.
(vi) The Chairman and Vice-Chairman shall cease to hold office if at any
time during their period of office they shall cease to be a Council
(vii) All elections to the position of Chairman or Vice-Chairman shall take
place in accordance with the procedures set out in Rule 45 (save that no
person other than a Council Member shall be entitled to vote).
(viii) A Council Member shall not be eligible to serve more than three
consecutive terms of office as Chairman of the Council. A Council
Member shall not be eligible to serve more than three consecutive terms
of office as Vice-Chairman of the Council. For the purposes of this Rule
a term of office shall be defined as the period from the election of the
Chairman or Vice-Chairman as the case may be at the first Council
Meeting held after one Annual General Meeting to the conclusion of the
election of the Chairman or Vice-Chairman as the case may be at the
first Council Meeting held after the ensuing Annual General Meeting.
SECRETARY, TREASURER, SECURITY BY OFFICERS
The Council may appoint and remove a Secretary who may also be a Council
Member or may make such other provision, as it deems
expedient for the discharge of secretarial work and arrange the terms of
remuneration (if any) therefor. The Secretary shall have such functions and
powers and remuneration, as the Council shall from time to time decide. The
Secretary may only be dismissed by a vote of two-thirds of the Council
Members present and voting at a Special Council Meeting of which seven clear
days notice in writing shall have been given to each Council Member. Such
Special Council Meeting shall be convened by the Secretary at the request of
not less than one-third of the Council Members and in the event of the
Secretary failing for seven days so to convene the Special Council Meeting; it
may be convened by any Council Member.
The Council may appoint and remove a Treasurer who may also be a Council
Member or may make such other provision, as it deems
expedient for the discharge of treasury work and arrange the terms of
remuneration (if any) therefor. The Treasurer shall have such functions and
powers and remuneration, as the Council shall from time to time decide. The
procedure in the case of dismissal of the Treasurer shall be identical with that
the dismissal of the Secretary. The office of Secretary
and Treasurer may be held by the same person.
27. Security by officers
All officers of the Society having charge of money or property belonging to the
Society shall provide such security (if any), as the Council deems adequate and
in such form as it may approve.
28 Bank accounts
The Council shall have power to open and to operate as it may determine an
account or accounts with any banking company or financial institution of which
it approves. The account or accounts shall be held in the name of the Association.
STATUTORY OBLIGATIONS AND MISCELLANEOUS
29. Seal, it's custody and use
The Association shall have its name engraved in legible characters upon a seal,
which shall be left in the custody of the Secretary or such other person as the
Council may from time to time appoint, and shall be used only under the
authority of a resolution of the Council and shall be attested by the signatures
of two Council Members and the counter signature of the Secretary.
The Association may be dissolved:
a) By an order to wind up the Association or a resolution for the winding up
thereof made as is directed with regard to companies by the Companies
Acts the provisions whereof shall apply to such order or resolution
except that the term "Registrar" shall, for the purpose of such winding
up, have the meaning given to it by the Acts; or
b) by the consent of three fourths of the Members testified by their
signatures to an instrument of dissolution.
31. Audit & Accounts
The accounts of the Association together with a balance sheet showing the
receipts, expenditure, funds and effects of the Association and all necessary
vouchers, shall be submitted once in every year for audit to one of the Public
Auditors authorised by section 187 of the Companies Act 1990, who shall be
selected in accordance with Rule 31 (e). The Auditor shall have access to all
the books, deeds, documents, vouchers, and accounts of the Association and shall
present statements of accounts in such form and for such periods as are
prescribed by the Acts; he shall duly fulfil the obligations imposed and enjoy the
rights conferred on Public Auditors by the Acts and Regulations, including the
certifying of the triennial return of shareholders required by section 4 of the Act
of 1913. The statement of accounts and balance sheet as certified shall be
made available to the Revenue Commissioners on request.
The Auditor shall not hold any other office in connection with the Association. He
shall be appointed annually by the Annual General Meeting and shall be eligible
for re-appointment in accordance with Rule 31 (e). In the event of not wishing
to be re-appointed the Auditor shall give at least 28 days notice in writing to the
Secretary before the date of the Annual General Meeting. Any proposal to
appoint a person other than the retiring Auditor shall be given in writing to the
Secretary not less than seven clear days before the date of the Annual General
32. Annual Returns
The Association shall once in every year not later than the 31st day of March send
to the Registrar an Annual Return in the manner and for the period prescribed
by the Acts and the Regulations.
The Association shall send to the Registrar together with the Annual Return a copy
of the Report of the Auditor and a copy of each balance sheet made during the
period included in the Annual Return.
33. Supply of copies of Annual Returns
The Association shall supply a copy of its last Annual Return gratuitously on
application, to every Member or person interested in the funds of the Association.
34. Copy of last Balance Sheet
There shall at all times display a copy of the last Balance Sheet for the
time being together with the report of the Auditor thereon in a conspicuous
place at the registered office of the Association
35 Inspection of accounts by Members and others
Any Member or person having an interest in the funds of the Association may
inspect his own account and the Register of Members at all reasonable hours at
the registered office of the Association or at any place where the same are kept,
subject to such regulations as to the time and manner of such inspection as
may be made from time to time by General Meeting of the Association
36. Copy of Rules
A copy of the Society's Rules shall be supplied to any person demanding and
paying for it the sum of €0.06.
37 Alteration of Rules
Rules may be made, altered, rescinded or amended by a majority of two thirds
of the Members present and voting at a Special General Meeting called for the
purpose. Every alteration or amendment of these Rules shall be duly
registered and on registration issued with the Rules of the Association for the time
e) Fees, remuneration or other benefit in money or money's worth
NOTICE OF GENERAL MEETINGS ETC.
(i) Every Member shall be taken to have due notice of every General
Meeting, resolution or other matter of which notice is required by these
Rules to be given or served, on notice thereof being posted or sent to the
Registered Address of such Member or published in newspapers as the
case may be in accordance with the provisions of these Rules.
(ii) Notices of General Meetings required to be given by these Rules shall
state the date, time and place of such meetings.
(iii) The notice of any General Meeting shall be exclusive of the day on which
it is received (which in the case of published notices shall be deemed to
be the day of publication of such notice and in the case of posted notices
shall be deemed to be the day after which notice is posted) and of the day
for which it is given.
(iv) No meeting shall be invalidated by the non-receipt of notice thereof by any
(v) Notwithstanding anything contained in these Rules, it shall not be
necessary to serve notice of any General Meeting on any Member who the
Council has reason to believe is deceased, is resident outside of Ireland or
is not resident at the Registered Address of such Member.
Rules and Procedures Governing Branches
1. Each Branch shall hold an Annual General Meeting in each calendar year. All members of the Branch shall be notified in writing of the date, time and location of the AGM and all other Branch Meetings not less than ten working days before the meeting.
1. No Member may take part in or vote at the meetings of more than one Branch in any one year. In the event of a Member changing residence, he or she may apply to the National Council for a transfer from one Branch to another. The decision of the National Council on the matter shall be final.
2. Any dispute as to whether a Member n is a member of any specific Branch shall be decided by the National Council or if the dispute takes place at a Branch meeting then by the Chairman of the Branch meeting, whose decision on the matter shall be final.
3. The National Secretary shall receive written notice of the AGM not less than ten working days before the meeting. This shall be accompanied by a copy of the Agenda and the Branch Accounts, including details of all bank accounts held by the Branch.
4. The Executive is responsible for the proper running of the Branch, subject to directions given and decisions taken at Branch Meetings.
5. All current members of the National Council shall be entitled to attend all Branch Meetings and Branch Events.
6. All nominations for Chairperson and Secretary shall be submitted in writing to the Branch Secretary not less than five days prior to the AGM
7. Only paid-up Members are entitled to attend meetings, vote and hold office in the Branch.
8. The election of officers and all other decisions of the Branch shall be by majority vote of those present by a show of hands, unless a ballot is called for by five members present.
9. After the conclusion of one AGM and before the convening of the next AGM, the Executive shall hold not less than three meetings of the Branch.
10. In order to actively promote the objectives of the Association every Branch should organise at least one event annually to educate, train, or promote an interest in breeding, maintaining, using and marketing Traditional Irish horses. This event may be organised in conjunction with another branch or organisation.
11. Branch shall each year give a written report to the National Council of its activities the previous year. This report shall include details of all Branch activities and any other relevant matters
12. A Branch may fundraise for the advancement of the objectives of the Association and the functioning of the Branch. Such funds may not be used for any other purpose. A Branch may decide to fundraise for a social event or charitable cause. Such funds shall be used for the purpose intended.
13. The National Council will encourage and support a Branch to function effectively. Membership should not be less than twelve to allow a Branch to function effectively.
14. In the event that a Branch can no longer function, all monies and property held by the Branch shall revert to the National Council.
- Branches for administration purposes shall be organised. Each branch will be responsible for the management of the Association within its area subject to the overall jurisdiction of the Executive committee.
- The organisation of Areas and Regions shall be defined and regulated, and the Committees for each area and for each region shall be constituted in such manner as the Executive Committee shall prescribe or approve.
- The members of the Association whose respective addresses are and who reside with the Area for the time being forming part of a Region and no other person shall be deemed to be Members of that Region.