Title

ARTICLE II
PURPOSE
The purpose of the Association is as follows:

A. To promote risk pooling as a practical extension of a public entity's obligation to be a good steward of public funds.

B. To act as an advocate for the advancement of intergovernmental pooling as the most appropriate risk financing mechanism for most public entities.

C. To provide a forum for Intergovernmental Risk Pools to exchange information on issues of mutual interest in the administration and operation of self-funded and group insurance purchasing programs, and other group programs associated with the funding and operation of Intergovernmental Risk Pools.

D. To identify legislative and regulatory issues affecting Intergovernmental Risk Pools and provide information to assist Intergovernmental Risk Pools in addressing such issues..

E. To act as a clearinghouse for the collection and distribution of data and resources relating to Intergovernmental Risk Pools and to encourage and support new research for tomorrow's pools.

F. To provide meaningful and significant educational and professional support for the governing bodies and employees of Intergovernmental Risk Pools.

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Intergovernmental Risk Pool
An organization of public entities joined together to provide alternative risk financing/ transfer mechanisms to themselves and other public entities through which particular types of risks are underwritten with contributions (premiums), losses and expenses shared in agreed ratios. Intergovernmental Risk Pool includes, but is not limited to pools, authorities, joint powers authorities, associations, agencies and trusts.

Regular Member
Intergovernmental Risk Pools that have been approved for admission in accordance with the policies established by the Board of Directors.

Designated Representative
Designated Representative shall represent the sole interests of the Regular Member, is the person or position appointed by the Regular Member's governing body, and shall be accepted in accordance with the policies and procedures established by the Board of Directors.

Board of Directors
As used in these Bylaws, this term means the Board of Directors of AGRiP.


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ARTICLE IV
MEMBERSHIPS, VOTING, DUES

A. A Regular Member shall be an Intergovernmental Risk Pool that has been approved for membership in accordance with policies established by the Board of Directors.

B. Regular Members shall be entitled to one vote, which shall be cast by its Designated Representative.

C. The Board shall establish the membership dues and fees.

D. Members may be suspended or expelled for non-payment of dues, or for any act or conduct that the Board shall deem detrimental to the best interests of the Association.

E. The Board of Directors may establish other categories of non-voting membership.

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ARTICLE V
BOARD OF DIRECTORS

A. The Board is the governing body of the Association. It shall provide leadership to the Association, establish policy, and give direction to the officers and staff for the execution of such policy.

B. The Board shall have the power and authority to receive, accept and utilize the services of personnel offered by members of the Association; to receive, accept and utilize property, real or personal, from members of the Association; and to receive, accept and expend and disburse funds by contract or otherwise for purposes consistent with the bylaws and policies of the Association.

C. The Board shall establish a complete and accurate system of accounting of the Association's funds which shall be maintained, at all times, consistent with generally accepted accounting principles. The financial records of the Association shall be audited at least annually by an independent certified public accounting firm approved by the Board, and shall report to the Board.

D. The Board shall be comprised of nine (9) directors. There shall be no fewer than six (6) directors elected by Designated Representatives of the Regular Members present and voting at an annual membership meeting, voting by mail ballot, or voting by some other equitable process selected by the Board. Up to three directors may be persons appointed by organizations with which the Board has a membership agreement. Only Designated Representatives of Regular Members may be an elected director. Directors shall serve staggered terms of four (4) years each, said terms to begin on January 1 for all terms beginning in 2007 or thereafter. No appointed or elected director shall serve more than two (2) consecutive terms of four years. In the event a director retires from or terminates employment with a Regular Member and does not become an employee of another Regular Member within sixty (60) days, the person's status as a director shall terminate and the position shall be considered vacant. Vacancies on the Board shall be filled by appointment by a majority vote of the remaining Board.

ARTICLE VI
OFFICERS

A. There shall be a President and Vice President. The Board shall elect officers from the Board of Directors for a term of two years or until their successor or successors shall be elected or appointed. The election is held at the first meeting of the board after January 1 in odd numbered years. No person shall be elected to more than two consecutive terms in any one office.

B. The Board shall fill any officer vacancy for the balance of the unexpired term.

ARTICLE VII
EXECUTIVE DIRECTOR

The Executive Director shall be the Association chief executive officer and shall have complete responsibility for all management functions and services, without limitation, and shall be subject to the direction of the Board of Directors. Subject to any budgetary limits and policies adopted by the Board of Directors, the Executive Director shall select, appoint, and remove all staff members and legal counsel; sign contracts on behalf of the organization; and perform any other functions inherent in this position. The Executive Director shall prepare a proposed annual budget for consideration by the Board of Directors covering all programs and services provided by the Association. The Executive Director shall be an ex-officio member of all committees.

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ARTICLE VIII
MEMBERSHIP MEETINGS

A. The annual membership meeting shall be held on a date and location established by the Board of Directors. The date, location and time of the meeting shall be posted on the AGRiP web site at least 60 days prior to the meeting.

B. Special membership meetings of the Association may be called by the President, or upon the written request of a majority of the Board. Said meeting shall require 30 day written notice to the membership and shall be limited to action items listed in the notice of call.

C. At all membership meetings, only Regular Members shall be entitled to vote. Such regular member shall have one (1) vote to be cast by the Designated Representative; however, all persons present representing a Regular Member may take part in the discussions. All voting shall be in person and no proxy voting of any kind shall be permitted. Unless provided otherwise by these Bylaws, a majority vote of the Regular Members present and voting shall decide all issues.

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ARTICLE IX
AMENDMENTS TO THE BYLAWS

Upon approval of a proposed change to the bylaws by the Board, the Designated Representatives of the Regular Members shall be notified of the proposed amendments to the bylaws at least twenty (20) days in advance of the proposed vote. Amendments to the bylaws, so referred to the Regular Members, shall require a vote of approval of two-thirds (2/3) of the Designated Representatives present and voting at any annual or special meeting of the Association, or by a mail ballot, allowing a minimum of twenty (20) days to cast their vote, whichever method is selected by the Board.

ARTICLE X
FISCAL YEAR

The fiscal year of the Association shall be the calendar year, unless otherwise changed by the Board of Directors.

ARTICLE XI
GOVERNING PROCEDURES

Unless otherwise established by these bylaws or the policies of the Association, the latest edition of Robert's Rules of Order shall govern matters of parliamentary procedures.

ARTICLE XII
OFFICES

The principal office of the Association shall be at the office of the registered agent or as established by the Board of Directors. Other offices may be established in the United States as required to carry on the work of the Association.

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ARTICLE XIII
INUREMENT

No part of the revenues of the Association shall inure to the benefit of, or be distributed to its representative members, officers, employees or other private persons. However, the Association shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth herein.