Life and Health Compliance Association


Principles

The organization shall be known as the "LIFE AND HEALTH COMPLIANCE ASSOCIATION", hereinafter referred to as "the Association." It shall be operated as an informal, nonprofit association of companies interested in the individual, discretionary group, and multiple employer trust life and health insurance business.

II. PURPOSE
The purpose of the Association is to provide a forum for the regular exchange of information regarding state and federal laws, rules, and regulations affecting the operations, methods, and procedures of member companies. The Association will not formulate or express an Association policy or viewpoint of any such law, rule or regulation.

III. MEMBERSHIP
Membership shall be open to all companies engaged in the life, health or accident insurance business and such other companies which, on a regular basis, provide professional services to such companies. Membership is obtained by the registration and attendance of a company representative at a regularly scheduled meeting of the Association. Membership may be terminated at any time by request. Membership shall be automatically terminated if a company does not have a representative registered and attend at least one of the last six regularly scheduled meetings of the Association. A former member may regain membership by the registration and attendance of its representative at any future meeting.

IV. MEETINGS
The Association shall have three regularly scheduled meetings annually at a site selected by the designated host company. Such meetings shall occur during the months of January, May and September of each year. The Executive Committee may approve a schedule deviation when necessary.

A registration fee to defer the costs of such meetings shall be set by the host company for each meeting. All expenses and liabilities incurred for each meeting shall be the sole responsibility of the host company to keep or refund at its discretion.

A duly licensed attorney with knowledge of anti-trust matters shall be in attendance at all scheduled sessions of each meeting with the sole responsibility of monitoring discussion and cautioning against or addressing any conversation, questions or speech with anti-trust implications. Topics and questions submitted by companies to be discussed at any such meeting shall be reviewed by such attorney prior to the meeting, and any such questions or topics with anti-trust implications will be either changed or, where necessary, deleted. Selection and attendance of such attorney shall be the responsibility of the host company.

Individuals interested in the life, health and accident insurance business may register and attend Association meetings, space permitting. Attendance of insurance industry trade association representatives is encouraged.

V. EXECUTIVE COMMITTEE
There shall be an Executive Committee of member representatives to coordinate the activities of the Association. The Executive Committee shall consist of a representative of each of the host companies of the immediate past nine meetings of the Association.

It shall be the responsibility of the Executive Committee to select the host company for Association meetings from members volunteering to host a meeting.

The Executive Committee shall select as its Chairperson a representative from the present or a past host company who shall serve at the pleasure of such Committee. The Chairperson shall preside over meetings of the Executive Committee and perform such other duties as assigned by the Committee. If the Chairperson does not represent a company presently a member of the Committee, the Chairperson shall be entitled to vote only when necessary to establish a quorum or to break a tie vote.

If two or more companies co-host a meeting, a representative of each co-host shall be entitled to attend Executive Committee meetings, however, representatives of the co-host shall jointly have only one vote in all Executive Committee deliberations.

VI. COMMITTEES
There shall be a committee of member company representatives known as the Handout Committee who volunteer to compile informational data on topics of interest to Association members. The Executive Committee shall select a Chairperson from the Handout Committee membership who shall serve at the pleasure of the Executive Committee. The Chairperson of the Executive Committee shall be an ex-officio member of the Handout Committee for the purpose of coordinating work of the Handout Committee with that of the Executive Committee and the host company of each respective meeting.

The Executive Committee may establish such other permanent or special committees as may be deemed advisable or necessary to further the interest of the members of the Association. The Executive Committee shall appoint one of its members as an ex-officio member of any committee established.

VII. MINUTES
Minutes shall be kept of each meeting of the Association. Preparation of such minutes shall be the responsibility of the host company. The original of such minutes shall be retained by the host company and a copy shall be provided to the Executive Committee. Such minutes shall include the site and date of the meeting, the host company, copies of the questions discussed at such meeting, a copy of the meeting agenda, a roster of companies and their representatives attending such meeting, and such other information as the host company deems advisable. No answers or responses of individuals or company representatives of any of the questions or topics presented at the meeting shall be placed in the minutes.

VIII. DUES
There shall be no dues chargeable for membership in the Association. The only fees chargeable to any member of the Association for the Association's activities shall be the registration fee for any representative of a member attending a meeting or other functions of the Association.

IX. AMENDMENTS
These Principles of Association may be amended by a majority vote of the membership actually voting on any amendment. Proposed amendments receiving a majority vote of the Executive Committee shall be submitted to the membership at a regularly scheduled meeting. Balloting on proposed amendments shall not be conducted at the meeting at which such amendments are presented to the membership, but shall be thereafter submitted to the entire membership on paper ballot with a balloting deadline to be set by the Executive Committee at least 30 days after the date of mailing such ballots.

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