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AMENDED-BY-LAWS OF THE NEW MEXICO HORSEMEN’S ASSOCTIATION 0559963 ATRICLE I. DEFINITIONS 1.0 ASSOCIATION-This Association shall consist of an unlimited number of members. Membership is achieved when the New Mexico State Racing Commission grants the candidate a license as an Owner or Trainer of racehorses and such member is actively engaged in racing within the State of New Mexico. Such membership shall continue for so long as the member shall make payment of the fees, which constitute the special funds of this Association as set forth hereinafter in Article III. 1.1 OWNER – An Owner, as defined in these By-Laws, is a person who is currently licensed as an Owner by the State of New Mexico and owns an interest in one or more horses that are actively engaged in racing in the State of New Mexico or who owns an interest in a corporation or other entity which owns one or more horses actively engaged in racing in New Mexico. 1.2TRAINER- A Trainer, as referred to in the By-Laws, is a person who is licensed as a Trainer by the New Mexico State Racing Commission and has one or more horses under his direct supervision and control for racing purposes in the State of New Mexico. 1.3ASSOCIATE MEMBERS- A separate category of membership will be available to industry related businesses that are licensed by the New Mexico State Racing Commission. Associate members will not be eligible to vote or to receive any medical benefits offered to Owner/Trainer members. They and their licensed employees, however, will be eligible to participate in New Mexico Horsemen’s Association endorsed group insurance plan. The Board of Directors will establish an annual fee schedule for Associate Members. 1.4PRINCIPAL OFFICE-The principal office of the Association shall be located in Bernalillo County, New Mexico. The Association may have such other offices as the Board of Directors may designate. 1.5FICAL YEAR- The fiscal year of the corporation shall begin on the first day of January and end on the last day of December of each year. 1.6 DISASSOCIATION- Any member desiring to disassociate himself from the New Mexico Horsemen’s Association shall do so prior to the opening of a race meet and notify the Horsemen’s Bookkeeper in writing of such disassociation. Any member who disassociates himself as aforesaid is precluded for a period of one year from resuming membership and is further precluded for an additional period of sixty days after starting a horse in an officially scheduled race from receiving benefits accruing to associate members. Any member who disassociates himself as aforesaid may resume membership only after application to the Board of Directors and such application must be approved by majority vote of the Board of Directors present. 1.7SUSPENSION- A member may be suspended or expelled by the Board of Directors for reasonable cause. Such cause shall include, but not be limited, to the following: A. A violation of these By-Laws. B. For conduct prejudicial to the best of this Association. Suspension or expulsion shall by an affirmative vote of not less than two-thirds of the members of the Board of Directors after notice and hearing to the member proposed to be suspended or expelled. 1.8 VOTE- Each active member shall be entitled to one vote on each matter submitted to a vote of the members. 1.9 TRANSFERS- Membership in this Association is not transferable or assignable. ATRICLE I I. PURPOSES 2.0THE PURPOSES OF THE ASSOCIATION ARE AS FOLLOWS: a. To foster and promote the horse racing industry in the State of New Mexico. b.To give assistance to Owners, Trainers and their employees in their medical expenses due to illness and accidents related to the industry. Medical guidelines will be established by the Board of Directors and published for the members. c. To institute or aid in any movement that will aid or protect the general welfare of the horse racing industry, including the interest of Owners, Trainers and their employees. d.To bring about a closer and more understanding relationship among Breeders, Owners, Trainers, Racing Management, the Racing Commission, and the Public. e.To take part and advice with the legislative bodies, state agencies, track management, and the State Racing Commission in the establishment of statutes, directives, proper rules and conditions which affect, in any manner, the interest of the Owners, Trainers and their employees. f. To keep the membership of the Association informed concerning all Association business. g. To maintain accurate financial records of the receipts an expenditures of the association. ARTICLE III.SPECIAL FUNDS 3.0 ONE PERCENT FEES- The Association, as the Horsemen’s representative, shall receive one (1) per-cent of all purse monies, which are due to the Horsemen’s purses generated from the fifty (50) per-cent net retained. 3.1 STARTING FEES- Any Owner or Owner-Trainer starting a horse shall pay a fee as established by the Board of Directors of The New Mexico Horsemen’s Association. 3.2 AUDIT- An annual audit of the books, records, and affairs of the Association shall be accomplished by independent and reputable firm of Certified Public as practical after the completion of said audit. ARTICLE IV. BOARD OF DIRECTORS 4.0 POWERS- The activities, affairs and property of the association shall be managed, directed and controlled by the Board of Directors. 4.1 BOARD OF DIRECTORS- The Board of Directors shall consist of two (2) members from each licensed racetrack in New Mexico. Each Track Committee “Trainer” and one (1) member who is licensed as “Owner” and said “Owner” may not currently be licensed as a “Trainer”. 4.2 QUALIFICATIONS- Any person shall be qualified to be a member of the Board of Directors if the New Mexico Racing Commission licenses him/her as a “Trainer” or “Owner”. No member may serve on the Board of Directors who has not been elected or appointed as a Track Committee Member. 4.3 EX-OFFICIO MEMBERS- The Board of Directors, by two-thirds (2/3) vote of the entire Board, may appoint Ex-Officio members of the Board of Directors. Each of the said Ex-Officio members shall be entitled to participate in the deliberations of the Board of Directors. 4.4 TERM OF OFFICE- All Directors shall have a regular term of one (1) year, but shall serve until the appointment of their successors. Directors appointed by the Track Committees shall take office 1immediately upon their appointment and shall serve for a period of (1) year or until a new Track Committee is voted in and a new Owner and Trainer Director is selected. 4.5 VACANCIES- Vacancies, whether caused by death, illness, resignation or removal of a Director, shall be filled by a majority vote of the Track Committee from which the Director was originally appointed. If the original Track Committee is not sitting at the time of vacancy, the Board of Directors may fill the vacancy with a qualified Committee member by a two-thirds (2/3) majority vote of the Directors present. 1Note: Bold text is a revision approved by the State Board on March 19, 2008 4.6 REMOVAL- Any Director may be removed at any time for cause, including continued gross or willful neglect of his or her duties or conduct derogatory to the best interest of the Association. The affirmative vote of a two-thirds (2/3) majority vote of the entire Board of Directors shall be necessary to remove a member for cause, Any Director proposed for removal shall be notified by mail at least twenty (20) day prior to the proposed removal of both the time and place of the meeting at which the removal will be discussed. Such Director shall be entitled to appear at such meeting and be heard. Cause for removal shall include absence of any member from more than two consecutive regularly scheduled Board of Director meetings. 4.7 ANNUAL MEETING- An annual meeting, for the purpose of electing the officers of the Association, shall be held in the month of July at such time and place as shall be determined by the Board of Directors. This meeting will also constitute the regular monthly meeting for July and other business that may come before the Board can be transacted. 4.8 REGULAR MEETING-Regular meetings of the Board of Directors shall be held prior to every monthly New Mexico State Racing commission meeting at such time and place as is determined by the President of the Board and/or the Executive Director. 4.9 SPECIAL MEETINGS- Special meetings of the Board of Directors may be called or at the request of the President, any four (4) Directors, or not less than one-tenth (1/10) of the members having voting rights. The notice calling a special meeting shall fix the time and place for the meeting. 4.10 QUORUM- The presence at any meeting of a majority of the Board of Directors in person shall be necessary to constitute a quorum for the transaction of business. If a quorum is not present at a meeting of the Board of Directors, a majority of the Directors present may meet but not act on any matters that require a vote, or they may adjourn the meeting without further notice. 4.11 MANNER AND ACT OF VOTING- The act of a majority of the Directors present at a meeting, at which a quorum is present, shall be the act of the Board of Directors, unless the act of a greater number is required by law or by these By- Laws. Each Director (excluding Ex-Officio members) shall be entitled to one vote, to be cast in person and no proxy voting is to be allowed, 2 however, at the time each state committee member is elected by the local track committee, each local committee may designate one (1) temporary trainer substitute and one (1) temporary owner substitute who may attend and vote at the state board meeting in the place of the absent state board member that they are replacing. Conference calls will be allowed for voting on an emergency basis. 1Note: Bold underlined text is a revision approved by the State Board on August 26, 2003 2Note: Bold underlined text is a revision approved by the State Board on October 18, 2006 4.12 COMPENSATION- The board of Directors shall not receive any salaries for their services to the Board, but, by resolution of the Board, expenses for attendance, or other Association business, if any, may be allowed at a per diem rate, or actual expenses. 4.13 CONDUCT OF MEETINGS- All meetings of the Board of Directors shall be in accordance with Roberts Rules of Order. 4.14 GENERAL DUTIES- The Association shall keep correct and complete books and records of accounts and shall also keep minutes of the proceedings of its members, Board of Directors, and Track Committee meetings and shall keep at the Principal Office a record giving the names and addresses of the members entitled to vote. Any member, or his agent or attorney may inspect all books and records of the Association, for any proper purpose at any reasonable time. All funds of the Association shall be deposited from time to time to the credit of the Association in such banks, trust companies, or other depositories as the Board of Directors may select. 4.15 ANNUAL REPORT- The Executive Director or any State Board of Directors members thereof shall present at each Annual General Meeting of each Racetrack an annual report of the Association’s activities during the preceding calendar year. 4.16 SEAL- The Board of Directors shall provide a corporate seal, which shall be in the form of a circle and shall have inscribed thereon the name of the corporation and the words “Corporate Seal of the New Mexico Horsemen’s Association. 4.17 WAIVER- Whenever any notice is required to be given and under the provisions of the Non-Profit Corporation Act of New Mexico, or under the provisions of the Articles of Incorporation, or the By-Laws of the Association, a waiver thereof in writing signed by the person or persons entitled to such notice, whether before or after the time stated therein, shall be deemed equivalent to the giving of such notice. 4.18 AMENDMENT TO THE BY-LAWS- These By-Laws may be altered, amended, or repealed by a majority of the Board of Directors present at the meeting. ARTICLE V. OFFICERS OT THE BOARD OF DIRECTORS 5.0 OFFICERS- The Principal officers of the Board of Directors shall be a President, Vice-President, and Secretary/Treasurer. 5.1 DUTIES OF THE PRESIDENT- The President shall be chief executive officer of the Association. He or she shall preside at all meetings of the Board and shall be an Ex-Officio member of all Committees of the Board. He or she shall supervise and control all of the affairs of the Association unless otherwise delegated. He or she shall perform all duties incidental to the office of the President. 5.2 DUTIES OF THE VICE-PRESIDENT- In absence of the President, or in the event of his or her inability or refusal to act, the Vice-President shall perform the duties of the restrictions upon the President. The Vice-President shall perform such other duties as may be assigned from time to time by the President of the Board of Directors. 5.3 DUTIES OF THE SECRETARY/TREASURER- The Secretary/ Treasurer shall keep the minutes of Board of Directors and shall perform all duties incidental to the office of Secretary, unless otherwise delegated. He or she shall have custody of such books, documents and papers as the Board of Directors may determine. As the Treasurer, he or she shall have the responsibility of Association Funds and securities, and shall be responsible for keeping full and accurate accounts of all receipts and disbursements in books belonging to the Association, and shall file all necessary tax reports required of the Association, unless otherwise delegated. 5.4 EXECUTIVE DIRECTOR- The Board of Directors may appoint an Executive Director who shall have general and active management of the business of the Association, subject to the control of the Board of Directors and the President, and shall see that all orders and resolutions of the Board are carried into effect. He or she shall be an Ex-Officio of all Committees and shall perform such other duties as may from time to time be required of him or her by the Directors of the President. The Board of Directors shall fix the salary of the executive Director. The employment of the Executive Director may be terminated by a majority vote of the Board of Directors, subject to any existing contract. ARTICLE VI. COMMITTEES OF THE BOARD 6.0 APPOINTMENT OF COMMITTEES- The Board of Directors, by a majority vote of those present at a legally constituted meeting, may authorize the creation of Committees for whatever purpose and term of existence as deemed necessary. 6.1 MEMBERSHIP- Membership of Committees shall be open to any interested member and shall be subject to the approval of the Board of Directors. 6.2 COMMITTEE CHARGES- The Board shall insure Committee Charges to each Committee established by the Board of Directors. Such Charge shall specify the task of the Committee, the membership of the Committee, and the time period of which the Committee shall be in existence. 6.3 VACANCIES- Vacancies on the Committee of the Board shall be filled by a majority vote of the Board of Directors present at any legally constituted meeting of the Board. 6.4 QUORUM- Unless other wise provided for in Committee Charge, a majority of the whole Committee shall constitute a quorum and the act of a majority of the Committee. 6.5 RULES- Each Committee may adopt rules for its own government not inconsistent with these By-Laws adopted by the Board of Directors and set forth in the Committee Charge. ARTICLE VII. TRACK COMMITTEES 7.0 DEFINITION- The daily affairs of the Association shall be supervised at each racetrack by Track Committees and there shall be one (1) Committee at each licensed meet. The Track Committee for the New Mexico State Fair will be the Board of Directors of the NMHA with its President as Chairperson. 7.1 TRACK COMMITTEE MEMBERSHIP- Track Committees shall be comprised of eight (8) members whose occupational licenses have been validated by the New Mexico State Racing Commission and said validation is current for the calendar year in which the member serves on the Track Committee. 1Members may not serve on more than one (1) Track Committee concurrently and 2 are not eligible to be nominated to another Track Committee for one (1) year from the date of their election. _____________________ 1 Note: Single underlined text is a revision approved by the State Board on January 16, 2001 2 Note: Bold and italicized text is a revision by the State Board on October9, 2001 7.2 ELECTION OF TRACK COMMITTEE MEMBERSHIP-Members shall be elected to each Committee at the beginning of each race track meet. Each respective Committee shall call a meeting 3 on a day at the discretion of the Committee, prior to the third (3rd) official weekend of each race track meet for the purpose of nominating members for election to the Track Committee. Any duly qualified member may be nominated, regardless of whether the member is physically present at the nomination meeting. Any member, who is nominated and does not wish to be a candidate for election to the Track Committee, shall give written notice or such, to the subject Track Committee. This shall be attached to the ballot box any votes cast for said member shall not be counted. 3 Note: Bold and underlined text is a revision approved by the State Board on August 24, 2004 _____________________ The Association shall provide election ballots and an election ballot box for the purpose of electing the Track Committee members 1at each of the five (5) new Mexico race tracks. Said ballots and box shall be available in the Committee office 1at the track where Track Committee members are standing election from the 2third (3rd) through the forth (4th) official weekends of each race track meet between the hours of 7:30 am and 1:00pm. 3Each office must be open six (6) days a week and may be closed on any one-track dark day at the discretion of Committee. 1In addition a ballot box for voting for Track Committee members shall be placed in the grandstands at each of the other race tracks within the State of New Mexico. Voting shall take place from 11:00 am until 1:30 pm over the first and second Saturday and Sunday during which voting is taking place at the race track where the Track Committee is standing for election. All ballot boxes shall be maintained in a secure manner at each of the voting sites. Each member must Personally appear and cast his/her vote and no proxy voting is allowed. 1Votes shall be counted in accord with the rules that are established by the Board of Directors of the Association. Each Association member shall be entitled to cast one (1) vote. 4 The four (4) Trainer-member candidates receiving the most votes shall be duly elected and the Four (4) Owner-member candidates receiving the most votes shall be duly elected. A tie vote shall be decided by the drawing of a numbered pill in the Racing Secretary’s office. 1Note: Bold, underlined text is a revision approved by the State Board on May 20, 2008. 2Note: Bold, underlined, italicized text is a revision approved by State Board on May 17, 2004. 3Note: Double underlined text is a revision approved by the State Board on September 18, 2001. 4Note: Single underlined text is a revision approved by the State Board on January 16, 2001.  The Board of Directors shall establish reasonable rules for the supervision of each election. The racing dates authorized by the New Mexico Racing Commission shall be the official dates referred to herein. An Annual General Meeting of the membership at each race track shall be held in conjunction with the nominating meeting. At this time the annual report shall be distributed. Each Track Committee may call committee meetings from time to time as deemed necessary by the Committee Chairman or the majority of the Track Committee. At least a twenty-four (24) hour notice shall be given for committee meetings, except in the event of an emergency, and all diligence shall be used to notify all committee members. 7.3 TERM OF OFFICE – Each Track Committee member shall have a regular term of one (1) year, but shall serve until the election of their successors. 7.4 VACANCIES – Vacancies, whether caused by death, resignation or removal of a Track Committee member shall be filled by a majority vote of the entire respective Track Committee of which that particular vacancy exists. 7.5 RESIGNATIONS – Any Track Committee member may resign at any time by delivering a written resignation letter to the Track Committee on which the member serves. 7.6 REMOVAL – Any Track Committee member may be removed at any time for cause, including gross or willful neglect of his or her duties or conduct derogatory to the best interests of the Track Committee on which he or she serves. The affirmative vote of a two-thirds (2/3) majority of the entire Track Committee on which the member serves shall be necessary to remove a member for cause. Any Track Committee member proposed removal, of both the time and place of the meeting at which the removal will be discussed. Every effort shall be made to notify said member of the time and place of the meeting. Such Track Committee member shall be entitled to appear at such meeting and be heard. 7.7 DUTIES – The duties of each Track Committee shall be to supervise the daily affairs of the Association at the respective racetrack to include, but not limited to, overseeing track conditions, entries, facilities, grounds, race conditions, purses, and communications with the track management and Stewards. It shall also be the duty of the Track Committee to appoint two (2) Track Committee members to serve on the Board of Directors. Each Track Committee shall so appoint said members to the Board of Directors at the first meeting held by the Track Committee after the Annual General Meeting of the respective race track, but said appointment shall be no later than the fifth (5th) week of each official racetrack meet. Eligibility to serve as a member of the Board of Directors shall be pursuant to Article IV herein. The Track Committee should be cognizant of matters that affect other Association members at other tracks in their decisions and should not knowingly involve the Association in litigation without approval of the Board of Directors. Each Track Committee shall appoint to the Board of Directors one (1) member who is duly licensed by the New Mexico State Racing Commission as a “Trainer” and one (1) member who is licensed by the New Mexico State Racing Commission as a “Owner” which said Owner-member is not currently licensed by the New Mexico State Racing Commission as a “Trainer”. 7.8 TRACK COMMITTEE OFFICERS – The principal officers of the Track Committee shall be a Chairperson and Vice-Chairperson and each respective Track Committee may deem such other officers as necessary. 7.9 SPECIAL MEETINGS – Special meetings may be called by the Chairman, the majority of the Track Committee, or members that elected that committee. A regular meeting must have a seventy-two (72) hour notice given to the membership prior to the meeting. A twenty-four (24) hour notice must be given for a meeting that has been voted as an emergency by the majority of the Track Committee. ARTICLE VIII. CORPORATE RECORDS 8.0 CORPORATE RECORDS – The Corporation shall keep complete books and records of accounts and minutes of proceedings of its members, Board of Directors, and Committees, and shall file an annual report with the State Corporation Commission as required by the Laws of the State of New Mexico. ARTICLE IX. DISSOSUTION 9.0 DISSOLUTION – At any special meeting the Association may elect to dissolve by a vote of two-thirds (2/3) of the active membership. The members may cast their votes in person or by written ballot received by the Executive Secretary prior to the time of said special meeting. In the event dissolution is voted, the vote of the majority of the members voting shall designate five members as trustees who, on behalf of the Association and within the time fixed by the members at the time of their designation or within any extension thereof, shall liquidate its assets and distribute them in accordance with the laws of New Mexico. ARTICALE X. STATUTORY AGENT 10.0 AGENT – The statutory agent upon whom process against the corporation may be served shall be Terry Walker or the current President of the New Mexico Horsemen’s Association, 217 Palomas Drive, N.E., Albuquerque, New Mexico 87108.

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