FYI: Notice of Special Membership Zoom meeting: October 3rd, 1 PM ET re Bylaw Update
Fellow AAIMCo Members:
At our New Orleans Annual Conference in May, the Board pledged to draft a proposed bylaw Amendment to address the Annual Conference attendance requirement and COVID-like events that impact such meetings. AAIMCo canceled the May 2020 conference due to COVID. The May 2021 meeting shifted to October, but continued COVID concerns still diluted attendance.
AAIMCo Bylaws require that Amendments be approved at a regular or special membership meeting. AAIMCo may hold a special membership meeting in person, by phone, or “by other suitable forms of communication,” such as Zoom.
For this reason, AAIMCo will hold a Special Membership Meeting on October 3rd at 1 PM ET via Zoom. (The Zoom link and Agenda will follow later via email.)
That meeting will seek votes on the following Bylaw amendment.
The Board supports approval of this Amendment and recommends a vote FOR the revised bylaw.
Background: In AAIMCo’s 2019 annual Conference (pre-COVID), most members reaffirmed that AAIMCo should enforce the Conference attendance requirement; i.e., to maintain membership; a member must attend at least one of three consecutive Annual Conferences.
Then COVID hit.
However, no Bylaw lets the Board waive the Conference attendance requirement, even for such extraordinary circumstances. So, AAIMCo Bylaws need amending for future contingencies.
Due to a desire to enforce the attendance rule fairly and consistently, the proposed Amendment gives “amnesty” for Annual Conferences missed before the 2022 New Orleans Conference. In other words, if the Bylaws amendment passes, the New Orleans meeting would be the first one counted in determining the rule’s compliance.
The existing wording of Article IV, language we recommend revising was sent last week in an email attachment.
The Board suggests updating the Bylaws’ Article IV, “Requirement for Continuing Membership.” Italicized items are the proposed changes:
ARTICLE IV REQUIREMENTS FOR CONTINUING MEMBERSHIP
For a member to continue membership, the following requirements shall govern:
Attendance at one Annual Conference of three consecutive Conferences is required to retain membership. The Secretary will maintain attendance records, which will govern this requirement. (Retired Members are exempt from this requirement.)
The first Annual Conference to be considered in enforcing this requirement will be the May 2022 Annual Conference. In its discretion, the Board of Directors may waive the attendance requirement for individual members on a case-by-case basis.
Annual dues shall be paid in full and on a timely basis.
Qualification requirements shall be maintained, as indicated herein.
The conduct of members and their businesses shall comply with the Association’s Code of Ethical Behavior.
A terminated member may appeal a qualification dispute to the Board of Directors in writing within 30 days of notice of disqualification. The Board of Directors is empowered to approve or disapprove such requests.
Any action by the Board of Directors shall be considered “the will of the membership and be incontestable.”
What is necessary for the vote to count – quorum and proxies.
For the vote to count, AAIMCo requires a quorum at the meeting. According to the organization’s Bylaws (Article VII), a quorum is present when at least one-third of those eligible to vote (Professional Member status) are present at the meeting or have given their proxy to a member who is eligible to vote and who is present at the meeting.
We ask all Professional Members to attend the Zoom meeting, but if you cannot, use the attached proxy form by signing it and sending it to Mary LaPorte at firstname.lastname@example.org, giving her authority to vote on your behalf.
By October 1st, a copy of the signed form must be received by your designated proxy OR by Mary LaPorte, AAIMCo’s Secretary, for the proxy to be honored.t.
Who is eligible to vote?
According to AAIMCo bylaws, only Professional Members (not Associate Members or Affiliate Members) are eligible to vote.
(If you are presently listed as an Associate Member and believe you have fulfilled the three-year experience requirement to qualify as a Professional Member, please email Danette Leonhardi, Membership Chair, at email@example.com, stating when you fulfilled the three-year experience requirement and requesting reclassification as a Professional Member.)
Please do so ASAP so that AAIMCo can record the change in membership status before the bylaw amendment vote.
Kevin Quinley CPCU, ARM, AIC, AIM, Are
Quinley Risk Associates LLC
8924 Whistling Swan Road
Chesterfield, VA 23838
Office (804) 796-1939