InfraGard Louisiana Members Alliance

1. InfraGard Louisiana Members Alliance Proposed Corporate Reorganization For Acadiana, Baton Rouge & New Orleans Chapters To Minimize Unnecessary Overhead & Improve Statewide Outreach June 2011

2. Multiple Chapters: Why Change? • Avoid Unnecessary Duplicative Chapter Overhead • D&O coverage • Corporate/IRS compliance • INMA standards (legal advisor, web sites, etc.) • Avoid Unnecessary Duplicative FBI Overhead • Monitor, report, dig out multiple Chapters • Chapter shortcomings (e.g., website) multiply FBI overhead and waste scarce FBI resources • Reduce Barriers to New Local Groups & Unaffiliated Individuals Statewide • Bureau/INMA now suggesting Statewide Chapter/Local Sub-Chapters InfraGard Louisiana Proposal

3. Don’t Throw Out the Baby! What We Don’t Want to Lose • Local Group Ability to Locally Meet and Have their Own Leaders, Agendas, Funds What We Want to Gain • InfraGard (v. FBI) Maintenance of Local Groups-Conserve FBI Resources • Statewide Outreach to New Groups & Unaffiliated Individuals: Reduce Barriers to Involvement • Statewide Collaboration—Capture & Reuse Local Meetings, SIGs, Activities; Bigger Population to support existing activities • Greater visibility for InfraGard with State Government • Easy-to-Use/Share Technologies • Website with Locally-Controlled Pages • Webex/Go To Meeting • Secure Facebook Groups InfraGard Louisiana Proposal

4. Proposed Structure • “Virtual” ILMA Statewide Chapter; Sub-Chapters function as now, but with less overhead • ILMA Directors elected by all InfraGard Louisiana members from Statewide Slate • ILMA Officers elected by ILMA Directors from Statewide slate • Virtual ILMA Meetings of Directors & Officers • Sub-Chapters hold their own elections & meetings, control their own funds InfraGard Louisiana Proposal

5. Existing Chapter/ILMA Relationship • Proposal: ILMA Statewide Chapter with Sub-Chapters in New Orleans and, at their option, Acadiana & Baton Rouge • Use NO Corporate Charter/IRS status as vehicle for reorg (if in good standing, can be Acadiana or BR Charter/IRS status) • Each Sub-Chapter operates pretty much as presently, but with reduced overhead • ILMA Officers and Directors elected from statewide slates • ILMA has four principal functions: • Handle corporate overhead statewide (Corporate, IRS, D&O, website, etc.) • Provide commonly available technology platforms • Maintenance/support of existing local groups • Outreach to new groups & individuals statewide InfraGard Louisiana Proposal

6. Key Details • Each Sub-Chapter has a bank account its leaders control, with copy of Statement available to ILMA for accounting purposes • ILMA will need some nominal level of funding to cover shared overhead costs (D&O policy, PO Box, Corporate fees, Congress & possibly other travel, Webex account, etc., etc.) • Propose New Orleans Sub-Chapter outsource existing overhead costs & donate $1,000 to cover startup InfraGard Louisiana Proposal

7. Implementation • Straw vote by Acadiana, Baton Rouge and New Orleans Chapters re participation • Form Statewide Working Group to develop Amended/Restated N.O. (or other) Corporate Charter & Bylaws, including Officer and Director Details, for Chapter Vote • Existing Chapters Vote to Affiliate with ILMA as Sub-Chapters; Affiliating Sub-Chapters terminate separate corporate existence • ILMA Directors elected from Statewide slate; ILMA Officers elected by ILMA Directors from Statewide slate • Sub-Chapters operate pretty much as now InfraGard Louisiana Proposal