Two amendments to the Constitution are being presented for your consideration at this year’s Annual Meeting. The first amendment would change the make-up of eight districts from which Directors are elected. Four districts would not be changed in the proposed redistricting. The second amendment would authorize the Board of Directors to redefine the districts without amendment of the Constitution or formal action by the members.

In this letter, we discuss the reasons for proposing these amendments to the Constitution. The exact wording of each amendment, developed with the advice and assistance of our legal counsel, is provided on the enclosed Information Statement.

Districts are defined in Article V, Section 1 of the Constitution. The current districts were approved by the membership at the 1994 Annual Meeting and became effective with the 1995 elections. District lines were drawn to provide for “equal and fair representation of members in the deliberations and decision-making of the Board of Directors.” The 12 districts created and approved in 1994 were at that time relatively equal in terms of (1) membership and (2) income from registrations, transfers and TPE to the Association.

Since 1995 and the introduction of REAP, the AJCA has experienced dramatic growth accompanied by significant shifts in membership and income between districts. The greatest increase has occurred in the Fourth District (particularly in Maryland and Ohio), the Eleventh District (Oregon, Washington, and Idaho), and the Twelfth District (California and Arizona). Activity in several other districts has declined compared to 1995 levels.

More than a year ago, it became obvious that the time had come to redistrict. The matter was referred in June, 2003 to the Development and Executive Committees for review. They reported to the full Board at the November meeting, recommending changes in districts in order to provide for better balance of membership and income across all districts. Consideration was also given to geography and working relationships among states for sales and meetings, plus ease of Director travel. Future activity and breed growth were also evaluated, based upon recent trends.

The proposed Amendment No. 1 was unanimously approved by the AJCA Board of Directors at the November, 2003 meeting. If Amendment No. 1 is approved, the districts would be effective for the 2005 elections. It does not change the current areas of four districts: the First, Second, Third and Seventh Districts. The new territories that would be served by the remaining districts are listed below.

Every member can take pride in the fact that the Jersey breed is growing at an ever-faster rate. This expansion, accompanied by shifts in membership and revenue to the Association, will likely create a need for more frequent changes of Director districts. But as the Constitution is now written, an amendment is always required in order to accomplish redistricting. This is a time-consuming, cumbersome process that also increases expenses to the Association. Among the added costs are legal counsel, printing and mailing ballots and supporting material, and reprinting of Constitution and related Association publications.

These issues are responded to by the second amendment being proposed, which was unanimously approved by the AJCA Board of Directors at the March, 2004 meeting. Its adoption would enable the Association to conduct business in a more timely, efficient and cost-effective manner while also providing for full consultation with the membership before redistricting decisions are made.

Amendment No. 2 would require the Board to review districts upon membership request or when it appears to the Board that members may not be represented equally and fairly by the existing districts. At the least, a review must occur every ten (10) years. The Board is given authority to define new territories, under the following restrictions:

The Board would not be restricted to state boundaries when creating new districts. It must then present any changes in districts that are being considered to the membership at the Annual Meeting for comment. Implementation of any redistricting decision would take effect at the following year’s Annual Meeting.

Approval of Amendment No. 2 would become effective after the Annual Meeting on August 1, 2004.

Amendments to the Constitution require approval from 75% of all voting members. You can vote on the proposed amendments either in person at the Annual Meeting on July 3 in Seattle, Washington or by proxy, which is enclosed. Even if you will be present at the Annual Meeting, we recommend and encourage you to vote by proxy. This will assist the Inspectors of Election in tabulating the results during the Annual Meeting.

We unanimously recommend the adoption of both amendments of the Constitution. Approval of these amendments will better serve you the members and improve the function of the organization.

Sincerely,

James S. Huffard, III
President

Directors: Libby Bleakney, Clint L. Collins, III, Dennis Egelstonm Michael Fremstad, Joseph Lineweaver, Ph.D., Eric Lyon, Roger Marcoot, Craig Rhein, Paul Schirm, Bearl Seals, Robert Stryk, Scott Wickstrom

The Board of Directors unanimously recommends the adoption of both amendments of the Constitution.

Two amendments to the Constitution are being presented for your consideration. Both pertain to Article V, Sec. 1(c), which currently reads as follows:

Sec. 1. (a) The Board of Directors of the Association shall consist of the President and twelve other Directors.

(b) Each Director including the President shall be an active member of the Association who is actively engaged in ownership or management of a recognizable Jersey herd. Each Director other than the President shall be a resident of the district, as defined in paragraph (c) of this Sec. from which he or she is elected, but not more than one of the twelve Directors other than the President shall be a resident of any one district.

(c) The twelve districts from which the Directors shall be elected are constituted by states as follows: First District: Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island, and Vermont; Second District: New York; Third District: New Jersey and Pennsylvania; Fourth District: Delaware, Maryland, Ohio, and West Virginia; Fifth District: Alabama, Mississippi, and Tennessee; Sixth Kansas, Louisiana, Oklahoma, and Texas; Ninth District: Arkansas, Iowa, Missouri, Nebraska, North Dakota, and South Dakota; Tenth District: Minnesota, and Wisconsin; Eleventh District: Alaska, Idaho, Montana, Oregon, Washington, and Wyoming; Twelfth District: Arizona, California, Colorado, Hawaii, Nevada, New Mexico, and Utah.

INFORMATION STATEMENT
FOR AMENDMENT No. 1

BACKGROUND

The AJCA has experienced dramatic growth accompanied by significant shifts in membership and income between districts since the current districts were approved in 1994. These changes are being recommended in order to provide for better balance of membership and income across all districts. Consideration was also given to geography and working relationships among states for sales and meetings, plus ease of Director travel. Future activity and breed growth were also evaluated, based upon recent trends. The proposed new districts are (changes summarized in italics):

(c) The twelve districts from which the Directors shall be elected are constituted by states as follows: First District: Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island, Vermont; Second District: New York; Third District: New Jersey, Pennsylvania; Fourth District: Ohio; Fifth District: Arkansas, Alabama, Florida, Georgia, Louisiana, Mississippi, Tennessee; Sixth District: District of Columbia, Delaware, Maryland, West Virginia, North Carolina, South Carolina, Virginia; Seventh District: Illinois, Indiana, Kentucky, Michigan; Eighth District: Arizona, Colorado, New Mexico, Oklahoma, Texas; Ninth District: Iowa, Kansas, Missouri, Minnesota, Nebraska, North Dakota, South Dakota; Tenth District: Wisconsin; Eleventh District: Alaska, Idaho, Montana, Oregon, Utah, Washington, Wyoming; and Twelfth District: California, Hawaii, and Nevada.

INFORMATION STATEMENT
FOR AMENDMENT No. 2

Based on the past decade of rapid breed expansion, it is likely that there will be a need for more frequent changes of Director districts in the future. As the Constitution is now written, an amendment is always required in order to accomplish redistricting. The second proposed amendment sets forth a procedure by which the Board of Directors could redefine the districts in order to provide for equal and fair representation of the membership in the decision-making of the Board without amendment of the Constitution or formal action by the members. This would enable the Association to conduct business in a more timely, efficient and cost-effective manner while also providing for full consultation with the membership before redistricting decisions are made.

Resolved, that effective August 1, 2004 Article V, Sec. 1 of the Constitution of the Association shall be amended to read as follows:

Sec. 1. (a) The Board of Directors of the Association shall consist of the President and twelve (12) other Directors.

(b) Each Director including the President shall be an active member of the Association who is actively engaged in ownership or management of a recognizable Jersey herd. Each Director other than the President shall be a resident of the district, as defined in paragraph (c) of this Sec., from which he or she is elected, but not more than one of the twelve Directors other than the President shall be a resident of any one district.

(c) The territory covered by the Association shall be divided into twelve (12) districts to provide for equitable representation on the Board of Directors of all sections of the country, taking into account, without limitation, the number of active members, the population of registered animals served, and historical trends. The districts shall be defined by resolution adopted by the Board of Directors as provided in paragraph (e) of this Sec.

(d) The Board of Directors shall periodically review the districts to determine the need for redistricting. The Board may initiate such review at any time it determines, from information available to it or in response to requests from active members. Such a review shall, however, be made at least once every ten (10) years.

(e) The Board of Directors shall have the authority to change the composition of the districts as it may deem appropriate, but no such change shall change the number of districts or the number of Directors or have the effect of disqualifying any incumbent Director. Before any change by the Board of Directors shall become effective, it shall be reported to the membership at an annual meeting of the Association for review and comment. Any final action of the Board of Directors regarding such change, including any further changes it may make following that annual meeting, shall be reported at the next succeeding annual meeting and shall take effect at that annual meeting.