Bylaws

     

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     NAHU

     ATLANTA CHAPTER

     

      

    TABLE OF CONTENTS

     

     

    BYLAWS ...................................................................................................................................................... 1

    ARTICLE I - NAME AND TERRITORIAL LIMITS .................................................................................. 3

    ARTICLE II - PURPOSES ............................................................................................................................ 3

    ARTICLE III - MEMBERSHIP .................................................................................................................... 4

    ARTICLE IV - NATIONAL AND STATE AFFILIATION ......................................................................... 4

    ARTICLE V - DUES AND FINANCE ......................................................................................................... 4

    ARTICLE VI - OFFICERS ........................................................................................................................... 5

    ARTICLE VII - DUTIES OF OFFICERS ..................................................................................................... 6

    ARTICLE VIII - BOARD OF DIRECTORS ................................................................................................ 6

    ARTICLE IX - NOMINATIONS AND ELECTIONS .................................................................................. 7

    ARTICLE X - COMMITTEES ..................................................................................................................... 8

    ARTICLE XI - RECALL AND REMOVAL FROM OFFICE ..................................................................... 8

    ARTICLE XII - PARLIAMENTARY AUTHORITY .................................................................................. 9

    ARTICLE XIII - AMENDMENTS ............................................................................................................... 9

    ARTICLE XIII - INDEMNIFICATION ........................................................................................................ 9

    ARTICLE XIV - DISSOLUTION ................................................................................................................. 9

    ARTICLE XV - PREVIOUS BYLAWS SUPERCEDED ........................................................................... 10

     

    BYLAWS

    of the

    Atlanta Association of Health Underwriters

    Adopted August 9, 1994

    Last Amended November 5th 2010

    ARTICLE I - NAME AND TERRITORIAL LIMITS

     

    Section 1. This organization shall be known as the Atlanta Association of Health Underwriters,

    hereinafter referred to as this Association, a non-profit corporation incorporated as such

    under the laws of the state of Georgia and chartered by the National Association of

    Health Underwriters.

    Section 2. The territorial limits of this Association shall be confined to: Cobb, Cherokee, Forsyth,

    Fulton, Paulding, Gwinnett, Carroll, Douglas, Dekalb, Rockdale, Newton, Clayton,

    Henry, Fayette, Spalding and Coweta. These shall not be changed unless permission first

    has been obtained from the governing bodies of the local association currently having

    jurisdiction in such territory, if applicable, and of the Georgia State Association of Health

    Underwriters and the Board of Trustees of the National Association of Health

    Underwriters.

    ARTICLE II - PURPOSES

     

     

    Section 1. The objectives of this Association shall be:

    A. To promote the common business interests of those engaged in disability and risk

    management.

    B. To advance public knowledge for the need and benefit of disability income and/or

    health insurance products.

    C. To promote the adoption and application of high standards of ethical conduct in the

    health insurance industry.

    D. To provide and promote a program of continuing education and self-improvement

    for Association members.

    E. To increase the knowledge of members concerning principles, functions and

    applications of health insurance and disability income products.

    F. To promote education, legislation, regulation and practices which are in the best

    interest of the health insurance industry and the insuring public.

    G. To encourage adequate protection against the hazards of disability as part of a wellrounded

    insurance program.

    H. To do such other things and to carry out such other programs so as to further the

    purposes of the National Association of Health Underwriters.

    Section 2. This Association and its members recognize an obligation to present accurately, honestly

    and completely every fact essential to the client's decision as expressed in the National

    Association of Health Underwriters Code of Ethics which are considered a part of these

    bylaws.

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    ARTICLE III - MEMBERSHIP

     

     

    Section 1. Membership in this Association will be available under the following designations:

    A. Individual Members

    B. Life Members

    C. Associate (Student) Members

    Section 2. An individual member may be any individual licensed by his/her state licensing authority

    for the sale of disability income and/or health insurance products. Individual members

    may also include non-licensed individuals engaged in the distribution of disability

    income and/or health insurance products such as, but not limited to, home office

    personnel and others engaged in the management and distribution of such products.

    Individual members who have paid their annual national, state and local dues will also be

    referred to as active members.

    Section 3. Life membership may be granted when an active member has been in good standing for a

    minimum of ten (10) consecutive years, and has: 1) has attained age 65 and retired, or 2)

    is disabled." Life members have the same rights and privileges as individual members.

    This association will reduce by fifty (50) percent the local chapter dues. Life member

    status shall be automatically conferred when all qualifications are met and application is

    made and verified by the National Association of Health Underwriters.

    Section 4. Associate (Student) Members may be granted to full-time college students pursuing a

    degree in Risk Management. Membership will provide students with an opportunity to

    interact with risk management professionals. Associate (Student) Members will be able

    to attend local chapter meetings and events at the member rate, but will not be NAHU

    members nor have voting rights.

    Section 5. Any member of this association shall lose all rights and privileges of membership

    in this association if his/her license to sell insurance is revoked by the regulators

    or if he/she is convicted of a felony or gross misdemeanor.

    ARTICLE IV - NATIONAL AND STATE AFFILIATION

     

     

    Section 1. This Association agrees to be bound by the bylaws of the State and National Associations

    of Health Underwriters as adopted and amended.

    Section 2. The Board of Directors shall provide for the prompt review, approval and forwarding of

    all reports required or requested by the State and National Associations of Health

    Underwriters.

    Section 3. Insofar as possible, this Association shall be represented by its proper delegates, or their

    duly appointed alternates, at the annual meeting of the State and National Associations of

    Health Underwriters.

    ARTICLE V - DUES AND FINANCE

     

     

    Section 1. Each active member of this Association shall pay local, state and national annual dues.

    Such annual dues shall be payable on the first day of the member's anniversary month as

    recorded by the National Association of Health Underwriters. All dues shall be submitted

    to and through the National Association of Health Underwriters. Any individual member

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    more than sixty (60) days in arrears in payment of dues shall be dropped from the rolls as

    a member in good standing.

    Section 2. The Board of Directors shall determine the amount of annual dues of this Association.

    This Association's dues may only be changed once a year and will be in effect from

    January 1 through December 31 of each year. Not later than the fifteenth (15th) of

    September of each year, or a date specified by the National Association of Health

    Underwriters, if this Association plans to increase or decrease its local chapter dues for

    the following calendar year, the President shall advise the National Association of Health

    Underwriters in writing of the Board-approved dues for the following year.

    Section 3. The fiscal year of this Association shall begin on the first day of January of each year.

    (The NAHU fiscal year is January 1 - December 31.)

    Section 4. This Association's books of accounts shall be reviewed and/or audited at least once each

    fiscal year. The Board of Directors shall name the auditors/reviewers.

    Section 5. The Board of Directors shall determine the official depository(ies) for Association funds

    and shall designate one or more Board members in addition to the Secretary/Treasurer to

    sign or countersign checks or other documents for the disbursement of such funds.

    ARTICLE VI - OFFICERS

     

     

    Section 1. The officers of this Association shall be: President, President-Elect, Immediate Past

    President, Vice President, Secretary/Treasurer, and, if applicable, a non-voting

    Association Executive Director.

    Section 2. Each officer, except the Association Executive, shall be an active member of this

    Association, and the State and National Associations of Health Underwriters.")

    Section 3. All officers, except the Association Executive Director, shall serve without

    compensation.

    Section 4. All officers shall take office on the first day of July of each year following their election,

    and shall serve for a term of one year.

    Section 5. The office of Immediate Past President shall be filled automatically by the outgoing

    President. In the event there is no outgoing President, this office shall remain vacant.

    Section 6. If the office of the President shall become vacant due to death, disability, resignation,

    recall or removal by due process, the President-Elect shall assume the office for its

    unexpired term and the term of President for the succeeding year and the office of

    President-Elect shall become vacant until the next regular election. If the office of

    President becomes vacant and there is no President-Elect, the order of succession shall be

    Vice President and then Secretary/Treasurer.

    Section 7. If the office of President-Elect shall become vacant due to death, disability, resignation,

    recall or removal by due process, or by succession to the Presidency under Article VI.,

    Section 6, the President shall appoint a member of this Association in good standing to

    fulfill the duties of the office for its unexpired term. The appointment shall be subject to a

    three-fourths (3/4) vote of approval by the Board of Directors. The office itself shall

    remain vacant until the next regular election.

    Section 8. If the offices of Vice President, Secretary and/or Treasurer become vacant due to death,

    disability, resignation, recall or removal by due process, or by succession under Article

    VI., Section 6, the office(s) shall be filled by appointment by the President. The

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    appointment shall be subject to three-fourths (3/4) vote of approval of the Board of

    Directors and shall be only for the unexpired term of the office(s). Appointees shall

    assume the title and duties of the office(s).

    ARTICLE VII - DUTIES OF OFFICERS

     

     

    Section 1. The duties of the officers shall be as follows:

    A. President - The President shall be the chief elected officer of this Association and

    shall preside over all meetings of this Association and the Board of Directors. The

    President shall be an ex officio member of all standing and special committees.

    B. President-Elect - The President-Elect, in the absence of the President, shall preside

    at all meetings of this Association and the Board of Directors and shall perform such

    other duties as may be assigned by the President or Board of Directors.

    C. Immediate Past President - The Immediate Past President shall serve as an advisor to

    the Board of Directors and perform other duties as assigned by the President or

    Board of Directors.

    D. Vice President - The Vice President in the absence of the President and the

    President-Elect, shall preside at all meetings of this Association and the Board of

    Directors. The Vice President shall serve as the parliamentarian and shall perform

    such other duties as may be assigned by the President or Board of Directors.

    E. Secretary/Treasurer - The Secretary/Treasurer shall be responsible for keeping all

    records of membership, attendance, membership dues and minutes of the meetings of

    this Association and the Board of Directors and shall perform other duties as may be

    assigned by the President or Board of Directors. In Addition the Secretary/Treasurer

    shall be responsible for receiving all funds and dues paid to this Association. Dues

    shall be forwarded to the National Association of Health Underwriters, where they

    will be deposited and the local portion remitted back to this Association on a

    monthly basis. The Secretary/Treasurer shall deposit all other funds in this

    Association's official depository (ies) and shall disburse such funds upon the order

    of the Board of Directors. The accounts and books of the Treasurer and this

    Association shall be open at all times for inspection by the President, the Board of

    Directors, and any authorized auditors. The Secretary/Treasurer shall be responsible

    for the completion and submission of forms required by laws governing the

    administration and/or tax status of this Association.

    F. Association Executive Director - The Association Executive Director is appointed

    by the Board of Directors, for such period, such compensation, and with such

    authority, duties, facilities and assistance as the Board of Directors may determine.

    The Association Executive Director shall be the administrative head of the local

    headquarters, staff and office, where all permanent records shall be kept. The

    Association Executive shall have no vote.

    ARTICLE VIII - BOARD OF DIRECTORS

     

     

    Section 1. The Board of Directors shall consist of the officers and at least at least eight elected

    directors, and appointed co-chairs.

    Section 2. Each director shall be an active member of this Association, and the State and National

    Associations of Health Underwriters.

    Section 3. All directors shall serve without compensation.

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    Section 4. All directors shall take office on the first day of July of each year following their election,

    and shall serve for a term of two years or until their successors shall be duly elected and

    qualified.

    Section 5. The Board of Directors shall determine the policies and activities of this Association,

    approve the budget, authorize all expenditures and disbursements, and has the authority

    and responsibility to manage this Association's affairs.

    Section 6. The Board of Directors shall meet no less than six (6) times per year or at the call of the

    President. The meetings shall be held at such times and places as may be determined by

    the President or Board of Directors. A written notice of the time and place of all regular

    meetings of the Board of Directors of this Association shall be mailed to each member of

    the Board by the President not less than thirty (30) days prior to the meeting.

    Section 7. The Board of Directors may transact business by mail or electronic means by voting upon

    proposals presented to them. Any such proposal shall be adopted if at least two-thirds

    (2/3) majority of the entire Board returns affirmative votes. The members of the Board of

    Directors shall be advised of the results of such balloting no less than seven (7) days after

    the vote is tabulated.

    Section 8. A majority of the Board of Directors shall constitute a quorum for the transaction of

    business.

    Section 9. In the event a director position becomes vacant due to death, disability, resignation, recall

    or removal by due process, or by succession under Article VI, Section 6, the position

    shall be filled by appointment by the President. The appointment shall be subject to threefourths

    (3/4) vote of approval of the Board of Directors and shall be only for the

    unexpired term of the office(s).

    Section 10. The interpretations of these Bylaws resides with the Board of Directors.

    ARTICLE IX - NOMINATIONS AND ELECTIONS

     

     

    Section 1. The election of officers and directors shall be held at the May meeting of this

    Association.

    Section 2. At least three (3) months prior to the date of the May meeting, the President shall appoint

    a Nominations Committee. The duties of this committee shall be to solicit and receive

    nominations and to prepare a slate of candidates. The Nominations Committee shall have

    general charge of the election process including the preparation, distribution, collection

    and counting of ballots, and reporting the results.

    Section 3. The Nominations Committee shall prepare a ballot containing the names of all qualified

    nominees and distribute ballot materials to all active members at least one (1) month prior

    to the date of the May meeting. Nominations from the floor may be accepted. The ballots

    shall be cast in person at the annual meeting.

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    ARTICLE X - COMMITTEES

     

     

    Section 1. There shall be the following standing committees:

    A. Awards

    B. Education/Scholarship

    C. Legislation

    D. Membership

    E. Nominations/Elections

    F. Programs

    G. Communications/Public Service

    H. Ethics

    I. Such other committees as may be determined by the Board of Directors

    Section 2. The President shall appoint the chairs and members of all standing, special or ad hoc

    committees and task forces, subject to the approval of the Board of Directors.

    Section 3. The Board of Directors shall establish guidelines for all committees and task forces

    regarding usual duties, terms of office, and requirements for reports unless otherwise

    specified in these bylaws.

    Section 4. The administration of the fiscal affairs of all standing, special and ad hoc committees and

    task forces are vested in the Board of Directors.

    ARTICLE XI - RECALL AND REMOVAL FROM OFFICE

     

     

    Section 1. An officer, member of the Board of Directors, committee member or chair, or task force

    member or chair may be removed for malfeasance of office.

    Section 2. A Director who fails to attend three consecutive AAHU Board meetings is subject to

    removal from office.

    Section 3. Notice of recall or removal must be sent by registered mail to the affected individual

    advising him/her of the action taken or about to be taken. Removal by due process

    requires notification prior to the vote for removal from office. Recall can only be

    achieved by a three-fourths (3/4) vote of the Board of Directors or (25%) of this

    Association's membership.

    Section 4. No elected officer or board member, or appointed committee member or chair, or

    appointed task force member or chair may be removed from office without a threefourths

    (3/4) vote of the Board of Directors at any regular or special meeting at which a

    quorum is present or (51%) vote of the Association's Membership.

    Section 5. Failure to achieve the required vote for removal will cause the immediate reinstatement

    of the recalled individual to office. Any appointee replacing the recalled officer shall also

    immediately be discharged.

    Section 6. Any individual member of this Association shall lose all rights and privileges of office

    under this Association if his/her license to sell insurance is revoked or if he/she is

    convicted of a felony or gross misdemeanor.

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    ARTICLE XII - PARLIAMENTARY AUTHORITY

     

     

    Section 1. The current edition of "The Standard Code of Parliamentary Procedure" (Sturgis)

    governs this Association in all parliamentary situations that are not provided for in the

    law or in its charter, bylaws or adopted rules.

    ARTICLE XIII - AMENDMENTS

     

     

    Section 1. Amendments to these bylaws, if in conformity with the policy of the National

    Association of Health Underwriters, may be adopted by a two-thirds (2/3) vote of the

    active members of this Association present at any meeting of this Association, provided

    that written notice of the meeting and of the proposed amendment(s) shall have been

    given to the members at least one month prior to the meeting, provided further that a

    quorum is present.

    Section 2. One-tenth (1/10) of this association's membership shall constitute a quorum.

    ARTICLE XIII - INDEMNIFICATION

     

     

    Section 1. This Association may, by resolution of the Board of Directors, provide for

    indemnification by this Association of any and all its Directors or officers or former

    Directors or officers against expenses actually and necessarily incurred by them in

    connection with the defense of any action, suit or proceeding, in which they or any of

    them are made parties, or a party, by reason of having been Directors or officers of this

    Association, except in relation to matters as to which such Director or officer or former

    Director or officer shall be adjudged in such action, suit or proceeding to be liable for

    negligence or misconduct in the performance of duty and to such matters as shall be

    settled by agreement predicated on the existence of such liability for negligence or

    misconduct.

    ARTICLE XIV - DISSOLUTION

     

     

    Section 1. Dissolution of this Association requires the passing of a Resolution of Resignation by a

    three-fourths (3/4) vote of all active members. The adopted resolution shall be sent by the

    Secretary of this Association by registered mail to the Executive Vice President of the

    National Association of Health Underwriters and shall become effective upon acceptance

    by the Board of Trustees. Upon acceptance of the Resolution of Resignation by the Board

    of Trustees, individual members of this Association shall become active members of the

    existing local association nearest them in their state, or their state association, or

    members-at-large if no other association exists within their state.

    Section 2. This Association, by taking the action to resign, shall surrender all rights to use the name,

    emblem, insignia, plate, sign, label or phrase indicative of membership in this

    Association.

    Section 3. This Association's charter with the National Association of Health Underwriters may be

    suspended or revoked in accordance with appropriate sections of the bylaws of the

    National Association of Health Underwriters.

    Section 4. This Association shall use funds only to accomplish the objectives and purposes specified

    in these bylaws and no part of said funds shall inure or be distributed to its members in

    the event this Association is dissolved or its charter revoked for cause in violation of the

    bylaws of the National Association of Health Underwriters. Immediately upon

    dissolution or revocation of its charter, this Association's Board of Directors shall return

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    all remaining Association funds to its state association. If there is no state association, the

    funds shall be sent to the National Association of Health Underwriters for placement in

    escrow. Funds placed in escrow will be distributed in accordance with the procedures

    outlined in the bylaws of the National Association of Health Underwriters.

    ARTICLE XV - PREVIOUS BYLAWS SUPERCEDED

     

     

    Section 1. These bylaws, as revised, supercede all provisions of any previous bylaws of this

    Association.

    ##END##

     

     

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    APPENDIX A - NAHU Code of Ethics

     

     

    To hold the selling, service and distribution of health, financial and retirement security products and services

    as a professional and a public trust and to do all in my power to maintain its prestige.

    To keep paramount the needs of those whom I serve.

    To respect my clients' trust in me, and to never do anything which would betray their trust or confidence.

    To give all service possible when service is needed.

    To present policies factually and accurately, providing all information necessary for the issuance of sound

    insurance coverage to the public I serve.

    To use no advertising which may be false or misleading.

    To consider the sale of health, financial and retirement security products and services as a career, to know

    and abide by the insurance laws of my state, and to seek to constantly increase my knowledge and improve

    my ability to meet the needs of my clients.

    To be fair and just to my competitors, and to engage in no practices that may reflect unfavorably on myself

    or my industry.

    To treat prospects, clients and companies fairly by submitting applications that reveal all available

    information pertinent to underwriting a policy.

    To be loyal to my clients, associates, associates, fellow agents and brokers, and the company or companies whose

    products I represent.