Section 8.1. Standing Committees and Subcommittees. Standing Committees and Subcommittees shall be described in the Bylaws.

Section 8.2. Ad Hoc Committees and Subcommittees. Ad hoc Committees or Subcommittees shall be formed by the Board for special purposes and shall be dissolved when the purposes for which they were formed have been fulfilled. The function and organization of an ad hoc Arbitration Committee is given in the Sections 8.2.1 through 8.2.4 of this Constitution.

Section 8.2.1. Arbitration Committees. Arbitration Committees, each formed to address one dispute, shall hear, investigate, mediate or render decisions with regard to matters involving management or personal disputes that cannot be resolved by existing procedures, or that involve the good names or reputations of one or more persons, or that might involve issues that could give one or more parties grounds for litigation. The decisions of an Arbitration Committee shall be final and shall preclude any further actions by the persons involved. Any party to a dispute that refuses referral to an Arbitration Committee shall be summarily removed from any HATS office or function and shall not be eligible for any HATS office in the future.

Section 8.2.2. Referrals to Arbitration Committee. Referrals to an Arbitration Committee shall be mandated by a majority vote of the Board.

Section 8.2.3. Composition of an Arbitration Committee. An Arbitration Committee shall consist of five members who shall be drawn from each of the existing founding Members in good standing. Each founding Member shall provide at least one person to the Committee. The members of an Arbitration Committee shall elect one of their members as Chairman.

Section 8.2.4. Qualifications of Members of an Arbitration Committee. Members of an Arbitration Committee shall be persons who have been long-time members of Member organizations and who have participated in Member affairs or activities more or less continuously for many years. The selected members shall have no relationships with any current HATS officers, directors or office staff, volunteers or contractors which may be of financial benefit to either party or any direct or indirect personal or business financial interest in HATS activities or functions.

Section 9.1. Fiscal Year. The fiscal year of HATS shall begin on August 1 of each year and end on July 31 of the following year.

Section 9.2 Membership Dues. The membership dues shall be payable annually on August 1 of each year. The membership dues structure shall be that in effect on October 1, 1995, and may be amended by the Membership as provided in the Bylaws.

Section 9.3. Control of Funds. The Board shall have full control of all HATS funds to include those funds derived from HATS sponsored programs. The Board shall also be responsible for all financial affairs of HATS. An audit of all HATS accounts shall be made before the presentation of the annual financial report to the HATS Members.

Section 9.4. Expenditure of Funds. The Treasurer shall have authority to expend funds within the limits of the annual budget and to move funds from one secondary line item to another if the total from the primary line item is not affected. All other annual budget changes must be authorized by the HATS Board.

Section 9.5. Budget. The Treasurer shall prepare a budget detailing the expected fiscal operation of HATS and HATS sponsored programs for the coming fiscal year. The HATS budget shall be presented to the Board for review and approval as soon as possible after the beginning of the new elective year, but no later than an August meeting. The annual budget shall then be presented to the Members for approval as noted in the Bylaws.

Section 9.6. General Fund. The General Fund shall be governed by the rules defined in the following subsections. All transactions and financial records will be maintained on a cash basis, as opposed to an accrual basis.

Section 9.6.1. Income. Receipts from HATS activities including dues and fees from Members and income from HATS sponsored programs, shall be placed in the General Fund Section. However, receipts generated from programs designed to benefit special purposes shall be placed in Funds designated especially for those programs. The General Fund and the Special Program Funds shall be in the custody of the Treasurer.

Section 9.6.2. Disbursements. All usual expenses incurred by HATS shall be disbursed from the General Fund and shall be limited to those funds approved in the budget. All disbursements shall be verified by written documentation or a canceled check. All disbursements shall be made by a check signed by any of the following officers: President, Vice-President, or Treasurer.

Section 9.6.3. Financial Management. HATS may, with the approval of the Board, borrow money, contract debts, issue bonds, notes, and debentures, and secure the payment or performance of its obligations.

Section 9.6.4. Miscellaneous. HATS may, through the President or Treasurer, make contracts and do all other acts necessary or expedient for the administration of the affairs and attainment of the purposes and objectives of HATS.

Section 9.6.5. Audit. Near the end of each fiscal year, the President shall appoint a three-person audit committee, including the Director of Finance, to review and accept the records of the Treasurer. A copy of this report will be presented at the next Membership meeting.

Section 10.1. Proposed Amendments. The Board may propose an amendment to this Constitution at any time, by a committee appointed for that purpose, or by any Member through its Representative with the approval of its President or Chairman. All proposed amendments shall be submitted in writing to the Secretary of HATS and shall be signed by the person or persons submitting the proposal. The Secretary shall present the proposed amendments to the Board.

Section 10.2. Publishing of the Proposed Amendments. The proposed amendments shall be furnished to each Member representative(s) or published in a HATS sponsored publication within thirty days after receipt.

Section 10.3. Letter Ballots. A letter ballot for voting on proposed amendments shall be mailed to all Member representatives qualified to vote within thirty days after the date of issue or publication of such proposed amendments. No later than sixty days after their mailing date, the ballots regarding the proposed amendments shall be returned to two Tellers appointed by the President.

Section 10.4. Adoption of Amendments. A proposed amendment to the Constitution shall be declared adopted if it receives the affirmative vote of at least two-thirds of votes of Members qualified to vote. Announcement of its adoption shall be by the President as soon as feasible and at the next meeting of HATS Membership. It shall, upon adoption, be appended to the Constitution and shall become effective immediately unless otherwise stipulated in the amendment itself.

Section 11.1. Procedure. Any motion for dissolution brought before the Membership shall be referred to an ad hoc Dissolution Committee, appointed by the President, for analysis and consideration. Upon recommendation of the ad hoc Dissolution Committee, along with its advice, the motion shall be presented to the Membership for vote.

Section 11.2. Composition of the Ad Hoc Dissolution Committee. The qualifications for members of a Dissolution Committee shall be the same as required for the Arbitration Committee described in Section 8.2.3 of the Constitution.

Section 11.3. Vote Requirement for Dissolution. Dissolution of HATS shall require a letter ballot and a two-third-majority vote of Member Presidents, Vice Presidents, and HATS Representatives.

Section 11.4. Disbursement of Assets. HATS shall operate as a non-profit organization under Section 501 of the Internal Revenue Code and no part of the net earnings shall accrue to the benefit of any Member. Should HATS be dissolved, all of the assets remaining after the payment of all just debts, costs and expenses, shall be distributed to similar organizations which have qualified for the exemptions under Section 501 of the Internal

Revenue Code, and none of the assets shall be distributed to any member, officer, or director of HATS.