Page 30 - Vienna Meeting Materals October 4, 2015 b
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unless the application is approved by the Board of Directors. The payment shall be returned to the applicant,
if the application is not approved by the Board.
(b) Approval by Board of Directors. All applicants for membership must be approved by vote of the Board
of Directors. If three or more Directors vote against approval of the applicant, the application is
disapproved. If less than three Directors vote against approval of the applicant, the applicant is approved
and shall then be a Member. Upon the request of any Director, the vote shall be by secret ballot. Each
Member shall be deemed to have accepted and agreed to abide by the Certificate of Incorporation and By-
laws of the Corporation and the rules and regulations adopted from time to time by the Board of Directors.
(c) Criteria for Membership: The board of directors will establish the criteria for membership.
Members will be admitted by the majority vote of directors present with a quorum at meeting or in
writing with the majority of all members.
(d) The Board may review the membership of any member firm at any time. Provided that there has not
been any material change in the reputation, responsiveness or quality of the member firm and that it
continues to meet the AILFN criteria for membership, its membership will continue.
Section 3. Member Classifications. The Corporation shall have service providers as members. In addition
to Full Members, the Board may identify from time to time other classifications of membership and services
(including without limitation sponsored and associate members) and will specify the rules and regulations
applicable to such classifications of membership.
Section 4. Proprietary Rights. No part of the assets, income or profits of the Corporation shall be
distributable to, or inure for the benefit of its Members, Directors or Officers, except that the Corporation
shall be authorized to pay reasonable compensation for services rendered and make payments and
distributions in furtherance thereof. In the event of any sale, liquidation, dissolution or winding up of the
Corporation, whether voluntary or involuntary, the Members shall be entitled to the distribution of its
remaining property and rights, and all such remaining property and rights of the Corporation shall, after
payment or provision for payment of all debts and obligations of the Corporation, be distributed exclusively
and equally to the Members unless provided otherwise by law.
Section 5. Voting Rights. Each Member firm shall designate one delegate and an alternate to be the
representative of the firm at the AILFN annual meeting. The designated delegate shall be the representative
of the member until changed. Only Full Members in good standing shall have the right to vote. A Full
Member may cast one vote.
A Member may vote by absentee ballot under such rules and regulations as the Board of Directors may
adopt. A Member may vote by proxy, as described in these By-laws.
Section 6. Annual Meetings. The purpose of the annual meeting of Members is to elect Directors and to
transact such other matters as may properly come before the Membership. The annual meeting of the
Members of the Corporation shall be held at such location as determined by the Board of Directors and
shall rotate by region, each year at such date and time as is designated by the Board of Directors, or by the
President in the absence of a designation by the Board. However, failure to hold an annual meeting timely
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if the application is not approved by the Board.
(b) Approval by Board of Directors. All applicants for membership must be approved by vote of the Board
of Directors. If three or more Directors vote against approval of the applicant, the application is
disapproved. If less than three Directors vote against approval of the applicant, the applicant is approved
and shall then be a Member. Upon the request of any Director, the vote shall be by secret ballot. Each
Member shall be deemed to have accepted and agreed to abide by the Certificate of Incorporation and By-
laws of the Corporation and the rules and regulations adopted from time to time by the Board of Directors.
(c) Criteria for Membership: The board of directors will establish the criteria for membership.
Members will be admitted by the majority vote of directors present with a quorum at meeting or in
writing with the majority of all members.
(d) The Board may review the membership of any member firm at any time. Provided that there has not
been any material change in the reputation, responsiveness or quality of the member firm and that it
continues to meet the AILFN criteria for membership, its membership will continue.
Section 3. Member Classifications. The Corporation shall have service providers as members. In addition
to Full Members, the Board may identify from time to time other classifications of membership and services
(including without limitation sponsored and associate members) and will specify the rules and regulations
applicable to such classifications of membership.
Section 4. Proprietary Rights. No part of the assets, income or profits of the Corporation shall be
distributable to, or inure for the benefit of its Members, Directors or Officers, except that the Corporation
shall be authorized to pay reasonable compensation for services rendered and make payments and
distributions in furtherance thereof. In the event of any sale, liquidation, dissolution or winding up of the
Corporation, whether voluntary or involuntary, the Members shall be entitled to the distribution of its
remaining property and rights, and all such remaining property and rights of the Corporation shall, after
payment or provision for payment of all debts and obligations of the Corporation, be distributed exclusively
and equally to the Members unless provided otherwise by law.
Section 5. Voting Rights. Each Member firm shall designate one delegate and an alternate to be the
representative of the firm at the AILFN annual meeting. The designated delegate shall be the representative
of the member until changed. Only Full Members in good standing shall have the right to vote. A Full
Member may cast one vote.
A Member may vote by absentee ballot under such rules and regulations as the Board of Directors may
adopt. A Member may vote by proxy, as described in these By-laws.
Section 6. Annual Meetings. The purpose of the annual meeting of Members is to elect Directors and to
transact such other matters as may properly come before the Membership. The annual meeting of the
Members of the Corporation shall be held at such location as determined by the Board of Directors and
shall rotate by region, each year at such date and time as is designated by the Board of Directors, or by the
President in the absence of a designation by the Board. However, failure to hold an annual meeting timely
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