ARTICLE I—NAME

The name of the ASSOCIATION shall be "Financial Services Marketing Association."


ARTICLE II—PURPOSE

The purpose of the ASSOCIATION shall be to provide a means through which Officers and representatives of companies in the financial services industry, may exchange ideas and provide a forum for discussion of issues affecting them and their respective companies.


ARTICLE III—MEMBERSHIP

Section 1 – Membership in this ASSOCIATION shall be composed of individuals who have a primary company affiliation with a financial services company and whose responsibilities include, but are not limited to the recruiting and/or training of individuals who represent their respective companies and/or the overall marketing activities of said companies.

Section 2 - Members shall pay such annual dues of the ASSOCIATION as may be set by the Board of Directors. The annual dues period is defined as follows: January 1 through December 31, of each calendar year.

Section 3 - Associate membership in this ASSOCIATION shall be composed of persons affiliated with the financial services industry, who shall be entitled to all privileges of the ASSOCIATION except those of attendance at closed meetings and voting.


ARTICLE IV—OFFICERS

Section 1 - The officers of the ASSOCIATION shall be a President, Vice President, Secretary- Treasurer, Membership Chairman, Associate Membership Chairman, three (3) Directors at Large, and Immediate Past President. The Executive Director and other past Chairmen will act in an advisory capacity to the officers of the organization.

Section 2 - The officers shall be elected by the members of the ASSOCIATION present and voting at the annual meeting of the ASSOCIATION. A special election of officers can be held at any regular meeting in the event any of the five (5) elected organization officers are unable to serve for any reason whatsoever. If such a special election takes place, the officers so elected will serve for the remaining term of the officers unable to serve.

Section 3 - Each officer shall be a Regular Member in good standing of the ASSOCIATION.

Section 4 - All officers shall serve two years or until their successors are elected and qualified. An administrative year shall commence January 1 of the fiscal year following the Fall Meeting (Annual Meeting) of the ASSOCIATION and continue through December 31 of the following year.

Section 5 - The President shall preside at all meetings of the ASSOCIATION and its Board of Directors shall appoint all Committees, exercise general supervision over the work and activities of the ASSOCIATION, and shall have such other authority and perform such other duties as usually pertain to the office of President, or as may from time to time be delegated to him by the Board of Directors, or by action of the membership.

Section 6 - The Vice President shall have such authority and perform such duties as may from time to time be delegated to him by the President. In the event of the President's death, resignation or inability to serve for any other cause, the Vice President shall perform the duties of and have the same authority as the President. In the event the Vice President for any reason cannot serve, the Secretary Treasurer shall serve, and while exercising such duties and such authority, shall be known as Acting President.

Section 7 - The Secretary Treasurer shall sign all official documents issued by the ASSOCIATION, shall keep the minutes of all meetings of the ASSOCIATION and the Board of Directors as well as oversee all financial transactions of the organization.

Section 8 - The Executive Director shall be responsible for collecting all dues, keeping all records and accounts of moneys received and expended, pay all bills, and make an annual account to the Directors.

Section 9 - Any vacancies occurring in the offices of The Organization between annual meetings of the ASSOCIATION shall be filled by the Board of Directors.


ARTICLE V—BOARD OF DIRECTORS

Section 1 - The Board of Directors of the ASSOCIATION shall consist of the President, Vice President, the Secretary-Treasurer, Membership Chairman, Associate Membership Chairman, three (3) Directors at Large and the Immediate Past President.

Section 2 - The Board of Directors shall define the policies and have full administrative authority in all matters of the ASSOCIATION; provided however, that all action taken by or under the direction of the Board of Directors shall be subject to review and final approval by the membership at its annual meeting.

Section 3 - The Board of Directors of the ASSOCIATION shall meet at such times and places as may be determined by action of the Board, by call of the President, or by written request of three (3) members of the Board. There shall be at least two (2) meetings each year. A written notice of the time and place of all meetings of the Board of Directors shall be mailed to each director not less than ten (10) days prior to such meeting.

Section 4 - The Board of Directors may, without meeting together, transact business by mail by voting upon proposals mailed to them with the approval of the President. If within fifteen (15) days after the proposal is mailed, a majority of the members of the Board of Directors shall send in writing their votes in favor of such proposal, said proposal shall be deemed to have been adopted. The ballots recording such votes shall be produced at the next following meeting of the Board of Directors before they are destroyed.

Section 5 - The Board of Directors shall also serve as an Executive committee of the ASSOCIATION and, subject to later approval by the membership, take such actions as seem urgent and necessary. At all meetings of the Board of Directors, an attendance of four (4) shall constitute a quorum.


ARTICLE VI—NOMINATION AND ELECTION OF OFFICERS

Section 1 – Prior to the Annual Meeting every other year, a Nominating Committee consisting of the Outgoing President, the President Elect, Immediate Past President and the Executive Director shall select and present at said meeting of the Association, candidates for each of the offices of President, Vice President, Secretary-Treasurer, Membership Chairman, Associate Membership Chairman and three Directors. In the event that a member of said Nominating committee cannot serve in this capacity, the Outgoing President may at his discretion select another member(s) of the Association to serve on the Nominating committee.

Section 2 - The Nominating Committee shall solicit recommendations of nominees, investigate the qualifications of all persons under consideration, ascertain if each candidate to be nominated is willing to serve, if elected, and make its report at the Annual Meeting of the ASSOCIATION. Further nominations may be presented from the floor provided that the person so nominated meets the qualifications set forth above, is a Regular Member of the Association in good standing and consents to his or her name being placed in nomination.

Section 3 - In the election of officers, voting for any office to be filled may be by acclamation where only one candidate is nominated. Otherwise, all voting shall be by ballot. A majority of all votes cast shall be necessary for election. An additional ballot or ballots shall be taken, if necessary, to determine which of two or more candidates shall be elected.


ARTICLE VII—MEETINGS, CONVENTIONS AND CONFERENCES

Section 1 - There shall be one meeting annually for the ASSOCIATION. This meeting to be designated as the "Annual Meeting" for the transaction of business and every other year for the election of officers. Additional meetings shall be called by the President upon the request of three-fourths (3/4) of the membership. The President shall cause to be mailed to each member of the ASSOCIATION a notice of each meeting at least twenty (20) days prior to the date thereof. No business, other than that specified in the notice of the meeting, shall be transacted at any meeting, other than the two regular meetings provided for annually.

Section 2 - The ASSOCIATION may, from time to time, arrange and conduct seminars, workshops, and/or roundtable meetings on specifically announced subjects. Such meetings shall not be deemed as meetings of the ASSOCIATION, and no business of the ASSOCIATION shall be transacted.

Section 3 - A quorum for the transaction of the business at any regular or special meeting of the ASSOCIATION shall be forty percent (40%) of the regular membership whose dues are paid for the current year.

Section 4 - Registration fees to be charged at any Annual Meeting, or special meeting of the Association, shall be in amounts as from time to time may be recommended by the Board of Directors, and shall be adequate to cover all expenses of the meeting for those who attend, other than transportation and lodging.


ARTICLE VIII—COMMITTEES

Section 1 - The President shall appoint a Chairman of any Standing or Special Committee as such committee (s) is deemed necessary by the President. Said Chairman shall select members of his/her committee which shall consist of not less than three (3) or more than five (5) members.

Section 2 - Standing Committees of the ASSOCIATION shall be:

(a) Program Committee
(b) Membership Committee
(c) Associate Membership Committee
(d) Nominating Committee