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NAID Board Amends By-Laws – Member Ratification Required

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The NAID Board of Directors has approved a modification of the association’s by-laws to require NAID Board Members to identify and remediate potential conflicts of interest during their term of service. 

The new language reads, “It shall be inappropriate and a conflict of interest for any NAID Board member, or the NAID Member-company they represent, to act in a manner that is contrary or destructive to the purpose, goals, interests or mission of the association.  The NAID Board of Directors shall therefore be responsible to develop, maintain, enforce and periodically review guidelines for exposing, determining and remedying such conflicts of interests as they may arise.  Said guidelines should include elements of due diligence, due process and remediation of the conflict of interest, including, where necessary, the removal of a Board member.  Said guidelines shall be approved by a majority vote of the NAID Board of Directors.” 

While Board-approved amendments become effective immediately, member ratification is required at the next available opportunity.  NAID Active Members will be asked to ratify this amendment to the by-laws at the upcoming General Membership Meeting held during the annual conference.  Should it not be ratified, the amendment would be rescinded.  Given the nature of the amendment, which adds protections to the integrity of NAID’s governing body, opposition to the amendment is not expected. 

The NAID Board of Directors also approved the removal of language from the by-laws which was inserted temporarily to stagger the two-year terms of service of the Secretary and Treasurer.  Since the terms are now staggered, the language has served its purpose and is now unnecessary.  Given the nature of the amendment, no opposition is foreseen. 

The notice of by-laws amendment and the upcoming vote will be posted to the NAID website within a few days.