BEEFMASTER PROMOTION GROUP

                                                                                      BY-LAWS

                                                                                                                   PREAMBLE

The Beefmaster Promotion Group , hereinafter referred to as the BPG and its members do hereby associate ourselves for the following purposes: to continue the improvement of Beefmaster cattle throughout the world; to use as a standard for this continued improvement, the six essential characteristics upon which the breed has been developed: Disposition, Fertility, Weight, Conformation, Hardiness, and Milking Ability, the organization shall promote activities and exhibitions for the benefit of the Beefmaster breed.  BPG and its members shall be subject to all rules and By-Laws of Beefmaster Breeders United unless otherwise specified herein.

                                                                                     ARTICLE I

                                                                        Membership, Voting & Fees

1.      The membership of BPG is open to any person, partnership, corporation or entity that is interested in promoting Beefmaster cattle. The annual membership fee of BPG shall be set by the Board of Directors. This fee will be due on or before the beginning of each calendar year. Members in good standing will include Charter Members and Active members who have paid their membership dues.

2.      Voting rights in BPG shall be vested exclusively with BPG members in good standing. Only one representative of each membership is entitled to vote.

                                                                                    ARTICLE II

                                                                             Officers and Directors

1.      The governing body of BPG shall be a Board of Directors composed of 7 voting members including the officers. These officers and directors will be elected by the voting membership at the annual general membership meeting to serve a term of one year. Only voting members in good standing may serve on the Board.

2.      At each annual general membership meeting all directors and officers shall be elected. In the event of a vacancy on the board, the board of directors shall fill such vacancy until the next annual general membership meeting. Meetings of the Board of Directors shall be called by the President, or by any three (3) Board members. A majority of such members shall constitute a quorum for the transaction of business. Meetings may be held upon giving at least 10 days written notice to the members of the Board. The powers and duties of the Directors shall be those conferred by these by-laws. Two consecutive absences from in person Director's meetings shall constitute a resignation from the Board unless otherwise qualified medically.

3.      The officers of BPG shall consist of a President, Vice-President, Secretary/ Reporter, and Treasurer.  They shall

be elected by the voting membership on an annual basis at a general membership meeting called and held annually.  Such officers shall serve as such without compensation for such term and until their successors are elected at the end of the general membership meeting.

       A.   President:  The President shall preside over all association meetings.  The President shall appoint all committees.  The President shall submit to the members at their annual meeting a report of the status of the association and its activities during the preceding year.  The President shall have such other duties and authority as may be prescribed elsewhere in these By-Laws or as determined by the District Directors.

B.      Vice-President:  The Vice-President shall be the presiding officer in the absence of the         President and shall perform such other duties as may be delegated to him by the President.  In the event of a vacancy in the office of President, the Vice President shall fulfill the duties of President until the next regular election meeting at which time a new President will be elected.

C.      Treasurer:  The Treasurer shall keep and report an accurate account of all monies of the BPG.

D.      Secretary/Reporter:  The Secretary/Reporter shall record all business and report the minutes of the previous meeting at each meeting.  Furthermore, the Secretary/Reporter shall have custody of the records of the BPG. The Secretary/

Reporter shall make a report of all meetings to newspapers and publications, as well as all other BPG            functions and activities and publish these activities on the BPG website.

                                                                                    ARTICLE III

                                                                                                                     Meetings

The annual meeting of the members shall be held in a place and time designated by the Board of Directors who shall give the members at least thirty (30) days written notice of such meeting. The members may be called to a special meeting by the Board of Directors upon at least fifteen (15) days written notice. At all meetings of members, ten percent of  all the members entitled to vote, present in person shall be necessary and sufficient to constitute a quorum for the transaction of business.

                                                                                    ARTICLE IV

                                                                                      Committees

There shall be the following standing committees who shall be appointed by the President, subject to the approval of the Board of Directors. There shall be such other committees as the President may suggest from time to time, whose members shall be appointed and approved in the same manner.

SHOW RULES COMMITTEE, this committee shall be responsible for maintaining the official shows and exhibits rules for shows and exhibitions sponsored by BPG.

JUDGES COMMITTEE, this committee shall be responsible for maintaining and accurate and up to date approved judges list for BPG shows and exhibitions

FINANCE and AUDIT COMMITTEE, this committee shall have supervision of the books of account of BPG. This committee shall be responsible for all matters pertaining to fiscal affairs and have the duty of preparing an annual budget for presentation to the Board of Directors and the General Membership. This committee shall review all proposed allocations and proposed budgets by the other committees.

NOMINATING COMMITTEE, this committee shall consist of at least 5 members. Only members with voting rights may serve on this committee. This committee will meet prior to the annual membership meeting. This committee will present a slate of officers and directors to the annual general membership meeting that they recommend for election by the membership for the following year. Nominations may also be submitted from the floor by any voting member.

                                                                                    ARTICLE VI

                                                                                               Amendment of the By-Laws

Amendments to the By-laws shall be adopted in the manner hereafter provided. The proposed amendment shall be submitted in writing to the Board of Directors. If a majority of such Board believe that the proposed amendment is worthy of submission to the general membership, they shall notify such membership of the proposed amendment at the time of issuance of the written notices calling the general membership meeting. An amendment shall be ordered adopted if a simple majority of those voting vote in favor of adoption.

                                                                                   ARTICLE VII

                                                                                   Rules of Order

Roberts' Rules of Order will apply in whatever is not covered by these By-laws.