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Restructuring ASPPA. Strengthening representation of ASPPA’s traditional membership. Restructuring ASPPA. How is ASPPA operating today? ASPPA acts as an umbrella organization serving all of its members
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Restructuring ASPPA Strengthening representation of ASPPA’s traditional membership
Restructuring ASPPA • How is ASPPA operating today? • ASPPA acts as an umbrella organization serving all of its members • Growth of membership has been exponential in the last 5 years; increasing number of members are not “traditional” members (i.e., TPAs, recordkeepers, consultants) • Sister organizations (ACOPA, NAPA, NTSA) offer focused governance for certain segments of the membership
Restructuring ASPPA • How is ASPPA operating today? • ASPPA Board must serve as the advocate of the “traditional” members while at the same time serve umbrella functions for the organization as a whole • Umbrella activities akin to Industry Association, but traditional members also need a Professional Society for career development
Restructuring ASPPA • How do we best address the needs of the “traditional” ASPPA members? • To answer this question, the ASPPA Board created a Task Force to determine whether a separate sister organization should be established for the traditional members • The Task Force recommended to the Board that ASPPA get ahead of this issue by creating a separate sister organization
Restructuring ASPPA • Task Force conclusions • The name of the sister organization should be ASPPA • This preserves tradition and the connection traditional members have to the ASPPA name • Using ASPPA also retains the brand of the professional society • The sister organization should have a separate governance structure and be focused solely on the needs of the traditional members
Restructuring ASPPA • With the recommendation of a separate sister organization, the ASPPA Board then formed a second task force. • Task: How should the organization be reorganized to accommodate a new sister organization?
Restructuring ASPPA • Recommendations of Task Force 2 • Distinguish the coordinating functions from the separate sister organization by adopting a dba for ASPPA when it acts in an umbrella capacity • Board of Directors should be focused on the umbrella functions and coordinating the activities of the sister organizations • Board should not be tasked with direct membership services because all divisions of membership, including traditional members, will have a separate governance structure dedicated to such members
Restructuring ASPPA • Benefits to the “traditional” members • ASPPA focuses solely on the needs of the traditional members • Conferences, credentials, education, GAC issues, membership initiatives • “Traditional” credentialed membership: MSPA/FSPA, CPC, QPA, QKA, APM • MSPA/FSPAs continue to belong to ACOPA as well since ACOPA fills the role as an actuarial society and is primarily responsible for the professional development of the actuaries
Restructuring ASPPA • The organization as a whole will be rebranded as the American Retirement Council (ARC) • ARC is the coordinator among the sister organizations (the “glue”) • Cross-support, conflict resolution among sister organizations • ARC is the public persona for issues affecting the organization as a whole • Industry representative of the collective • Media interface • Coordinate lobbying efforts
ARC serves the global needs of the sister organizations and focuses its energies on protecting the private retirement system
Restructuring ASPPA • How would the governance structure change? • Board of Directors resides at the ARC level to fulfill the ARC functions • ASPPA, like the other sister organizations, is governed by a Leadership Council
Restructuring ASPPA • How are funds allocated? • Essentially the same as today, except the traditional members now have a separate professional society (ASPPA) that is focusing solely on the budgetary needs of its members • ARC Finance & Budget committee (including Staff) coordinates the budget proposals with the leadership of the sister organizations • Consolidated budget submitted to ARC Board for approval
Restructuring ASPPA • What is the focus of the ASPPA Leadership Council? • Traditional ASPPA credentialed members: serving their education, credentialing, conference, GAC needs • CPC, QPA, QKA, APM • MSPA/FSPA primarily represented by ACOPA, but are also members of ASPPA. • The ASPPA budget would ensure that, in conjunction with the ACOPA budget, the needs of the actuaries are met, pursuant to the ASPPA-COPA agreement
Restructuring ASPPA • What happens to QPFCs and TGPCs? • QPFCs are automatically members of NAPA, where needs are addressed • TGPCs are automatically members of NTSA, where needs are addressed • If individual also holds an “traditional” credential (e.g., CPC), he/she also would be an ASPPA member
Restructuring ASPPA • What does ASPPA do post-reorganization? • Offers conferences (Annual, Western Benefits Conference, Women’s, Regional Conferences & any others added by ASPPA LC) • Maintains credentialing program for CPC, QPA, QKA (ACOPA takes care of MSPA/FSPA) • Provides non-credential education programs targeted to traditional ASPPA members (E&E Academy for Plan Administrators and Consultants)
Restructuring ASPPA • What does ASPPA do post-reorganization? • Controls GAC function for issues for which “primacy” is not housed with one of the other sister organizations • Where appropriate, overlapping GAC functions coordinated by ARC • Publications (e.g., Plan Consultant) • Awards: Educator, Eidson, Rosenberg • Sets dues as part of budget process • ASPPA’s budget will cover the above
Restructuring ASPPA • What does the ARC Board of Directors do? • Represents the entire organization/advocate for industry • Approves the budget • Employs staff (includes Executive Directors of the sister organizations) to provide operations for the sister organizations • Maintains employee benefit plans for staff
Restructuring ASPPA • What does the ARC Board of Directors do? • Ensures staff activities are allocated in manner that best serves the collective needs of the sister organizations • Industry advocate for the sister organizations and the private retirement system; coordinate grass-roots efforts • Maintain reserves for the organization
Restructuring ASPPA • ARC has no direct members • Each sister organization sets its membership standards and classifications • Must be subject to Code of Conduct • Members of any sister organization are considered to be members of ARC • Actions of ARC Board that require membership approval • Amendment of Bylaws • Approval of new at-large Board members
Restructuring ASPPA • Structure of the ASPPA Leadership Council • 13 voting members (1/1/2015 LC is the ASPPA Board as constituted on that date) • Officers • 9 voting at-large members (must be credentialed members of ASPPA sister org – MSPA/FSPA, CPC, QPA, QKA or APM) • At-large serve on a single 4-year term (transitional rules for first few years to ensure appropriate staggering of terms)
Restructuring ASPPA • ASPPA Officers • President • President Elect (successor to President) • Vice President (successor to the President Elect) • Immediate Past President • Above 4 counted as part of the 13 members of Leadership Council (remaining 9 are at large) • Penultimate Past President (non-voting; not counted as part of 13)
Restructuring ASPPA • Nominating Committee for ASPPA • Penultimate Past President • Immediate Past President • President • President-Elect • Executive Director of ASPPA • Chooses next Vice President (subject to ASPPA Leadership Council approval) • Chooses new at large Leadership Council members (subject to ASPPA membership approval)
Restructuring ASPPA • Structure of the ARC Board of Directors • 8 Senatorial (2 from each sister org) • Represent interests of the sister orgs • Decided by respective sister orgs • Must be a voting member of sister’s LC • 8 At-large (incl. officer positions) • Strategic/global focus • Transition rule: For 2015, 2016 & 2017 at least 5 of the 8 must be credentialed members of the ASPPA sister org • One 3-year term (years as officer not counted against 3-year term limit)
Restructuring ASPPA • ARC Officers • President • President-Elect • Secretary/Treasurer • Could be one or two people • Immediate Past President • Above counted as 5 at-large slots • Penultimate Past President – nonvoting; not counted in 8 at-large
Restructuring ASPPA • ARC Nominating Committee consists of: • Current ARC Immediate Past President, President and President-Elect • CEO of ARC • Selects new officers subject to approval of ARC Board • Selects new at-large Board members, subject to approval of entire ARC membership (by ballot) • For 2015, the present ASPPA Board will submit a slate to the ASPPA membership for approval
Restructuring ASPPA • Legal Implementation • Sister organizations are really membership divisions of ARC; no new corporations being created (ASPPA still referenced in the articles of incorporation as the Society, but it would be doing business as the ARC) • Membership vote required to implement because it is an amendment to the ASPPA Bylaws • Under current ASPPA Bylaws eligible voting Members are only Credentialed Members (as currently defined – by ASPPA Bylaws) • Electronic/mail-in voting to be completed by end of July • Effective date of January 1, 2015
Restructuring ASPPA • ASPPA members will be asked to approve the following: • Revised bylaws • ARC Operating Policies and Procedures • ASPPA Operating Policies and Procedures • Conforming amendment to the ASPPA-COPA agreement • Initial slate of ARC Board members
Restructuring ASPPA • Revised Bylaws • Bylaws need to be amended to reflect ARC as the dba of ASPPA and the ARC governance structure; requires ARC membership approval to amend in future • ARC Operating Policies and Procedures • Handle issues not required to be in Bylaws; requires two-thirds of ARC Board to amend • ASPPA Operating Policies and Procedures • Establishes ASPPA governance structure; requires two-thirds of ASPPA Leadership Council to amend • Conforming amendment to ASPPA-COPA agreement • Clarifies that ARC Board is primarily responsible to carry out ASPPA’s obligations
Restructuring ASPPA • Adding a new sister organization to the ARC • The initial four sister organizations (ASPPA, ACOPA, NAPA, NTSA) must agree to the addition of any new sister organization • All of the sister organizations should feel comfortable with adding a new member organization to the family
Restructuring ASPPA • ASPPA reserves • Amount determined as of 12/31/2011 as the ASPPA-allocated reserves. If the ASPPA sister org choose to leave ARC before 2017, 100% of these reserves would go to the separate organization. Phased out percentage for the next 10 years. • 12/31/2011 cutoff date recognizes that, after 2011, NAPA and NTSA members added substantially to the reserves • No allocation of reserves to any other sister org that decides to leave the ARC