FIRST AMENDED BYLAWS OF
UNITED GREYHOUND RACING
TERMS OF FORMATION


1. United Greyhound Racing is organized as a Texas chartered not for profit
corporation.

2. United Greyhound Racing has been created to protect and advance the interests of
racing greyhounds and their people.

3. United Greyhound Racing shall be governed by a Board of Directors. There were
seven founding directors at the formation. The association shall have at least threedirectors and may have as many directors as the Board of Directors shall considerappropriate. Effective March 30, 2015, the Board of Directors unanimously agreed to have nine (9) directors. The current directors and their respective addresses:

a. Erik Koltz
309 Candlewood Trail
Cary IL 60013
b. Laird Morgan
Suite 230, 850 Central Parkway East, Plano TX 75074
c. Rory S. Goree
7229 North 58th Drive, Glendale AZ 85301
d. Michael J. Ryan
1518 NW2nd Abilene KS 67410
e. Brian Witt
230 12th Ave North Texas City TX 77590
f. Ed Gardner
825 Audra Cir, Rhome TX 76078
g. Jim Gartland
1 South Stone St., Wheeling WV 26003
h. Mike Frino
1925 Blackstone Cr., Naples FL 34109
i. Brent Burns
P.O. Box 760, Nitro WV 25143

4. United Greyhound Racing shall have members. Membership in the association shall
be in accordance with terms, conditions and classifications of Membership as shall
be determined by the Board of Directors.

5. The initial registered agent for United Greyhound Racing shall be Laird Morgan at
the initial registered office location, Suite 230, 850 Central Parkway East, Plano,
TX 75074. LairdMorgan shall serve as the organizer of United Racing Greyhounds.

GOVERNANCE & MEMBERSHIP

1. United Racing Greyhounds (UGR) shall be governed by a Board of Directors.
The directors shall serve as the governing board. Each Director shall also be a
member of UGR. The Board of Directors shall govern by majority vote on all
issues requiring a vote. The Board of Directors may elect to expand or contract
the number of directors on the board by a vote. In choosing a replacement or
additional member of the Board of Directors, board members shall only appoint
a person who is a member of UGR or who becomes a member of UGR
contemporaneously with the appointment to the Board of Directors. The Board
of Directors shall approve all UGR contracts with third parties, amendment or
supplementation of the certificate of formation and bylaws, and provide the
standards admittance of new members and termination of existing members.

2. The UGR Board of Directors may, at some future date, appoint or elect members
of the Board of Directors to different officer positions as established by the Board.
The Board of Directors may also create compensated management positions to be
held outside of board membership such as creating the position of executive
director. Until such board or management positions are created, UGR shall be
governed exclusively by the Board of Directors. A board member or compensated
manager shall be defended and indemnified by UGR in the event of a third party
claim arising out of the board member or manager’s good faith service on behalf
of UGR.

3. The UGR Board shall establish the categories and criteria for becoming a member
of the UGR and the rules and regulations for maintaining membership. The Board
shall establish categories of membership which will include a category for owners
of racing greyhounds, trainers of racing greyhounds and owners of racing
greyhound kennels. The Board shall establish one or more categories of
membership for those involved with adoption of racing greyhounds, those
participating with greyhounds in club racing and coursing, those employed in
greyhound racing as track personnel or assisting in the care of racing greyhounds.

4. The UGR Board shall establish various committees to implement the policies and
programs established by the Board. The various committees shall be referred to
as “squads.” Each squad shall have a minimum of two members. The squad may
be composed of members of the Board as well as persons who are UGR members
and invited to join the squad by a UGR Board Member assigned to the squad.
Each squad must have at least one Board member appointed at all times. Each
UGR BoardMember shall be assigned to at least one squad at all times. The squad
shall represent the interests of UGR and have complete operational control of the
matters assigned to the squad, except for signing any contract which commits
UGR to any obligation. In the event any squad wants to enter into a third party
agreement which commits UGR to any financial obligation or may impose
liability on UGR such action requires approval by a majority vote of the Board of
Directors. The Board of Directors shall approve and allocate any budgetary
funding required or requested by a squad.
A squad may not engage in fund solicitation or assess Members for funds without approval by the Board of Directors.

5. UGR shall establish and maintain policies to provide open access to the books
and records of UGR. The fundamental principles of UGR include full disclosure
of potential conflicts of interest, abstention of the interested person from any
action by or on behalf of UGR where a conflict exists, and the making of all such
decisions solely on the basis of the best interests of UGR. UGR shall maintain a
website which will have public information. Any member may access the
financial records of UGR. UGR will establish rules to prevent any arrangement
by which a Member engages UGR in a manner designed for personal advantage.
Any UGR action, association or agreement which will result in a Member
obtaining, directly or indirectly, personal benefit, must be disclosed to the Board
of Directors. The disclosure shall state the nature of the relationship, the impact
to the Member or his family and the financial terms. The Board shall review the
disclosure and the impact of the proposed agreement and vote on whether or not
to accept the proposed agreement. The disclosure and record of action by the
Board of Directors shall be made available to the Membership of UGR. UGR
shall establish policies to approve and reimburse Members who incur previously
approved expenses in providing service to UGR. Such approvals and
reimbursements shall also be a matter of record available to membership. It shall
be the continuing responsibility of all directors, squad members and executive
appointments to review their business or professional interests, personal interests,
and family and other relationships for actual or potential conflicts of interest with
respect to UGR, and where such conflicts exist or arise, to immediately disclose
to the Board of Directors the nature of the interest or relationship.
6. UGR shall have meetings of the Board of Directors at the request of one or more
members of the Board. There shall be neither a requirement for an annual meeting
of the Board nor any called meeting of membership. Board of Director Meetings
may be held in person, by telephone conference or web posting. Unless more than
one member joins in declaring the meeting to be an emergency requiring
immediate action, allmeetings shall be scheduled in amanner which provides each
member of the Board of Directors with notice in advance of the meeting. Such
notice shall be provided by the Board members requesting the meeting and the
notice shall state the format of the meeting along with the date and time of the
meeting.
7. UGR shall designate one or more financial institutions to serve as the UGR bank.
UGR shall establish and maintain accounts or sub accounts within a bank account
for membership deposits, UGR programs and any approved payroll. UGR may
appoint a board member to serve as treasurer or otherwise supervise and manage
the accounts. The UGR board of directors shall determine the necessity to bond or
insure the person or persons given responsibility for such accounts. UGR shall
adopt policies for check approval and account review as directed by the board.
UGR Board of Directors shall approve the purchase or leasing of any personal or
real property for use by UGR.

UGR Board of Directors shall provide an annual statement of revenue and
expenses and file all reports and returns required by the IRS or any state agency.
8. Persons on the UGR Board of Directors shall serve an indefinite term. They may
resign at any time. If the Board member fails to serve on an appointed squad, the
Board shall appoint the member to a second squad. If the Board member continues
to avoid squad service, the Board shall, by a majority vote, determine whether or
not the Board member shall continue as a member of the Board of Directors. A
UGR member sitting on the Board of Directors shall be removed from the board
for engaging in any conduct which is grounds for termination of membership. All
members of the Board of Directors must maintain their membership in UGR.
9. A director of UGR shall not be liable to UGR for monetary damages for an act or
omission in the director’s capacity as a director unless the director is found liable
for breach of loyalty including a transaction from which the director received an
improper benefit, or for intentional misconduct or a knowing violation of the law.
10. UGR shall adopt rules of membership which will establish the categories of
membership, the dues and assessments of membership and the basis for
termination of membership. UGR will establish the basis bywhich a membermay
be appointed to a squad. UGR membership is non-voting. A UGR member who
is charged with a crime in regard to the care or treatment of greyhounds shall be
immediately suspended from the membership. During the pendency of the
criminal charges, the Board of Directors may review the allegations and matters
of record and act prior to disposition of the criminal charges. Action by the Board
of Directors may include termination of suspension and restoration of
membership status, termination of membership prior to the conclusion of the
criminal case, or continuation of membership suspension during the pendency of
the criminal case. Membership termination may be with or without prejudice to
the disciplined Member reapplying for membership at a future date. Members
engaged in other conduct resulting in criminal charges or administrative sanction
of their licensed participation in greyhound racing shall have their membership
status reviewed by the Board of Directors. Such review may result in no
disciplinary action, suspension or forfeiture of membership. Membership in UGR
implies consent to action by the Board of Directors in regard to member standing.
A member who objects to or disagrees with any action of the Board of Directors
agrees that their sole remedy and only claim as against UGR, its Board of
Directors or other members shall be the return of the last dues payment tendered.

PURPOSES

 

1. UNITED GREYHOUND RACING is organized to enhance the well-being of
American racing greyhounds and improve the sport of greyhound racing.
2. UGR shall be operated as a not for profit association within the meaning of Section
501 (c) (4) of the Internal Revenue Code.

3. UGR is additionally organized to promote, encourage, and foster actions which will
improve greyhound racing by serving as advocates for owners and trainers of racing
greyhounds. Promotion of the interests of racing greyhounds requires the concerted
action to support programs to enhance the health of greyhounds and provide a
comprehensive program for healthy greyhounds to be placed in qualified adoption
programs at the conclusion of their professional career. UGR recognizes that
greyhounds in retirement may well maintain a competitive spirit and benefit from
participation in club racing and coursing events and UGR shall work to support such
programs.
4. UGR will establish a program to encourage the breeding and development of
competitive racing greyhounds and may adopt such breeding incentive programs as
the Board of Directors deems appropriate.
5. UGR will seek to build public interest and participation in greyhound racing. UGR
may adopt such programs as fantasy leagues and virtual racing kennels to create
interest and raise funds for UGR programs.
6. UGR will seek to promote more interest in participation in greyhound racing as an
owner through direct purchase of a racing greyhound or by assisting in the
development of partnership and syndication programs allowing individuals to
purchase fractional ownership in a greyhound or limited partnership interest in an
entity which owns numerous greyhounds. In furtherance of this program, the UGR
Board of Directors will consider the adoption of uniform forms of agreement to
facilitate development of participation in greyhound racing. UGR will seek to
provide advertising and marketing to encourage the public to participate in
greyhound racing.
7. UGR will seek to establish the premier stakes series in greyhound racing. UGR will
establish standards for a competitive stakes series and work with the owners and
operators of premier greyhound racing facilities to advance a stakes racing series.
In any such program, UGR shall be first and foremost the advocate of the interests
of the racing greyhound and their owners. UGR shall seek to limit track restrictions
which limit competition and inhibit development of a national stakes race which
will be won by the fastest hound. UGR will seek to set standards for kennel access,
seek to eliminate rules which prohibit or limit a greyhound from traveling to
participate in a stakes series and return to their original track after the series. UGR
will seek to obtain event sponsorship and sponsorship for the stakes series. UGR
will negotiate to obtain track recognition of stakes sponsorship.
8. UGR will seek to advocate the interests of UGR membership in relations with
tracks, regulatory authorities and other greyhound associations.
9. UGR will seek to capture the intellectual property value of racing greyhounds for
the owners. UGR will seek to secure standing to insure that greyhound owners
receive direct or indirect value of the broadcast signals of greyhound racing. UGR
will seek to develop placement advertising revenue for greyhound owners on racing
jackets or other advertising opportunity. UGR will pursue a legislative initiative to
allow UGR to negotiate agreements with internet gaming concerns or others outside
of the current wagering channels.
10. UGR will maintain a website which is informative for the public and provides UGR
members with up to date information on all UGR matters. UGR will seek to have
relationships with other greyhound organizations which will allow the immediate
exchange of information and enhance the experience for members and the public.

11. UGR will establish policies which will insure that a greyhound receives premier
care during the racing career and at the end of professional racing is placed in a
recognized adoption program and receives excellent health care through the
adoption process.
12. UGR will seek to maintain relationships with and support greyhound adoption
groups, racing and coursing clubs and other groups dedicated to the well-being of
greyhounds.
13. UGR will remain committed to developing public participation in the great sport of
greyhound racing.

DISSOLUTION

In the event the Board of Directors, by a majority vote, decides to dissolve United
Greyhound Racing, the following plan of dissolution shall be put in to effect. Upon a
vote of dissolution, UGR shall, after paying or making provision for payment of all the
liabilities of UGR, shall distribute any remaining asset to an organization which is a
qualified charitable organization under Section 501 (c)(3) of the Internal Revenue Code
and which has as its purpose the welfare of greyhounds. Such organization shall be
approved by a majority vote of UGR board of directors. No director, member or
employee of UGR or other private individual shall be entitled to any distribution of any
assets of UGR in the event of dissolution.

ORGANIZER

The name and address of the original Organizer of the Corporation is:
Laird Morgan
Suite 230
850 Central Parkway East
Plano TX 75074
Who signs these Amended Bylaws of behalf of the Board of Directors of United
Greyhound Racing on this 30th day of March, 2015.

Laird Morgan
Organizer, Director