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Fall 2010 NARCA Bylaws Changes

Proposed NARCA Bylaws changes fall into three categories
Category 1 – Changes to bring the bylaws into compliance with the laws of the District of Columbia
Category 2 – Non-substantive changes to address things like staff titles, clarification of voting
timeframes, clarification and update of language to recognize operation of the association
in the electronic environment
Category 3 – To implement changes recommended by the NARCA Bylaws Committee & NARCA Board of
Summary of Changes by Category
Category Page# Article/Section Change Reason for Change
1 6 VI/8 Changes how These changes are made to comply with
vacancies on the the code of the District of Columbia. See
Board of Directors DC Code §29-301.2
can be filled
1 8 IX/1,2,3 Changes Changes are made to comply with DC Code
eliminating the §29.301.2
2 3 II/5 Clean up of These changes are made to clarify and
“Termination of simplify this process. No substantive
Suspension of changes to process are being made.
Membership in
2 5 VI/3 Language is This change is necessary to simplify and
changed to allow clarify the voting process and to extend
absentee ballots to the time for which member will have to
be distributed prior vote if they choose to utilize the process of
14 days and allow absentee ballots.
for electronic
2 6,7,8,11 Language is This change is made to update the bylaws
changed from to reference the staff professional – Chief
“Executive Staff Officer – rather than a particular title.
Director” to “Chief
Staff Officer”
2 8 X/1/C Remove reference This change is made to comply with the
to first class mail practice of utilizing electronic means of
notice regarding meetings.
2 10 X/2/C Removes reference This eliminates the “means” of notification
to means of which is not necessary.
notification to
Board members of

Category Page# Article/Section Change Reason for Change
3 1 I/2 Eliminate the Technically the Corporate Secretary is not
reference to an officer but rather the “Registered
“Corporate Agent” so the Bylaws Committee and the
Secretary” and Board wanted to clean up the language in
add language to these bylaws.
comply with D.C.
3 5 VI/2 Change language The original purpose of this limitation was
to allow a to give smaller firms the same voice on the
maximum of 10 Board as larger firms. However, in the last
(from 5) directors several elections, members from smaller
from member firms have not chosen to run for Board
firms with a staff of positions available. Potential candidates
attorneys and from larger firms were turned away due to
support personnel this present limitation. It is the Board's
in excess of position that turning down interested
seventy-five candidates does not benefit the present
people and future leadership of NARCA.

3 13 XV/5 Addition of clause This addition allows for the electronic

to address notifications to members, and the voting
electronic by members, except in circumstances
notification and relating to termination and suspension of
voting membership and ethics enforcement.
3 7,8 VII/1, VIII/5 Eliminate This eliminates the Corporate Secretary
Corporate which is in fact just the registered agent.
Secretary position