1. The name of this organization shall be: Metropolitan Underwriting Discussion Group (Hereinafter: MUD Group). The organization shall be formed under the laws of the State of New York.

2. The educational purpose of the MUD Group shall be as set forth in the accompanying Mission Statement which is made a part hereto.

3. Administration of the MUD Group shall be by an Executive Committee of no less than six (6) persons, nor more than sixteen (16) persons elected from the current, active Executive Committee members, within the current calendar year.

 A. This Executive Committee shall have a Board of Directors. The officers of the Board shall be the President, Vice President, Treasurer, Co-Treasurer, and Secretary.

 B. Subcommittees have been developed to assist in the execution of all necessary operations, processes, and day-to-day tasks of the organization and its sponsored annual conference.

4. Roles and Responsibilities of the Executive Committee

 A. The Executive Committee will consist of the Board of Directors and all individua committee members.

 B. The Executive Committee shall be comprised of individuals with backgrounds that support the mission of the organization (Examples: demonstrated underwriting experience within the life and living benefits insurance industry; medical experience supporting the insurance Industry; and/or strong financial skills to fulfill the needs of logistics, vendor negotiation, and the duties of supporting a fiscally responsible and sustainable conference.

 C. All Executive committee members should serve on at least one subcommittee, attend a majority of the committee and subcommittee meetings, participate in any required duties or necessary tasks, and must be present during the annual conference.

5. Roles and Responsibilities of the Board of Directors

 A. The President shall lead and collaborate with the entire organization, oversee the Board of Directors, guide all Executive Committee, Board of Directors, and subcommittee meetings, manage the overall organizational performance, and preside over the annual conference. Also, the President is authorized to sign contracts and financial documents on behalf of the organization.

 B. The Vice President shall oversee all subcommittee functions and fully support the President in their role. In addition, the VP will serve in the absence or incapacity of the President and fulfill all such responsibilities as required of the President, when necessary.

 C. The Treasurer is the Chief Financial Officer who is responsible for the financial performance of the MUD Group. The Treasurer shall provide financial reports to the Executive Committee no less than annually. This individual must file the Group’s annual tax returns, maintain all bank accounts, approve all expenditures and reimbursements, and keep the organization fiscally sound. In addition, the Treasurer will adequately divide duties and provide guidance to the Co-Treasurer. The Treasurer has the main authority to review and sign contracts and all financial-related documents for the MUD Group, as well.

 D. The Co-Treasurer will work closely with the Treasurer to assist in any tasks of the Treasurer role, help maintain a separation of fiscal duties, provide for an adequate checks-and-balances system, and serve in the capacity of the Treasurer when needed.

 E. The Secretary shall draft all meeting agendas, documents, and distribute meeting notes to the Executive Committee within five business days of regularly scheduled meetings.

 F. Officers can serve for a maximum of three-year terms, commencing with the January meeting following their election and ending after having served through three annual meetings.

 G. For the benefit of the entire Executive Committee, the officer that has fulfilled the required three-year term is expected to remain on the Executive Committee for one additional full year in a support capacity for the new officers. One additional year may be added for a total of five years of service, subject to the Board of Directors approval.

6. Roles and Responsibilities of the Subcommittees

 A. The Marketing Committee shall maintain the MUD Group website, control the consistent branding and marketing of the organization, update all social media, send all sponsorship and other conference-related communications, and design all printed materials required for the annual conference.

 B. The Program Committee will develop the conference format, secure the presenters, and implement an effective program for the annual conference.

 C. The Operations Committee is responsible for all duties and tasks required to successfully execute the annual conference.

 D. The Sponsorship Committee will retain a list of past and current corporate sponsors of the MUD, develop all sponsorship communications, follow-up and confirm sponsorships have been received, and manage the service provider showcase which occurs during the annual conference.

 E. New subcommittees can be created, as needed.

7. The Annual Meeting of the MUD Group will take place in January of each year unless circumstances dictate another date, which shall be chosen by vote of the entire Executive Committee and shall be announced to the life and living benefits insurance community in a timely fashion.

8. The MUD Group shall have no employees or paid staff.

 A. No Executive Committee member shall receive any fee from the MUD Group for services performed on behalf of the MUD Group.

 B. All work shall be voluntary but with the consent and support of the committee member’s employer.

 C. The MUD Group is empowered to do any and all things lawfully permitted by any not-for-profit organization, specifically but not limited to, contracting with outside entities to provide such services and products as may be required to conduct its affairs.

 D. Any person or member who expends money for legitimate expenses related to the MUD Group shall be entitled to reimbursement upon submission of receipts to the MUD Treasurer for the expense(s) incurred.

9. Speaker(s) affiliated with MUD will be offered a reduced registration fee to be decided and voted on each year by the Executive Committee. Travel and hotel expenses are the responsibility of all speakers, unless negotiated separately and subject to vote by The Executive Committee members.

10. Speakers (regardless of affiliation) who advise us that they will attend the conference to present only and not attend the remainder of the meeting will not be responsible for registration fees.

11. All MUD Executive Committee members are responsible for payment of the full registration conference fees and are required to make a reasonable effort to secure conference sponsorship support from their respective companies.

12. The funds of the MUD Group shall be kept in one or more bank accounts. The signature of either the Treasurer, Co-Treasurer, and/or the President shall be required to draw against funds in the MUD Group account(s).

13. All contracts for benefit of the MUD Group must be reviewed and approved by the Board of Directors. Contracts can only be signed on behalf of the organization by the President, Treasurer, and/or Co-Treasurer.

14. Commercial solicitation and promotion by members at meetings of the MUD Group are prohibited.

15. The Executive Committee is empowered to make such reasonable rules regarding the conduct of MUD Group meetings to facilitate the orderly conduct of such meetings.

16. All Executive Committee members have a responsibility to represent the MUD Group in a positive and professional manner, perform their duties to the best of their abilities, and agree to uphold the MUD Group Bylaws. Any member not abiding by these standards can be recommended for removal from the Executive Committee, provided there is (are) reasonable and documented cause(s) to do so and the Board of Directors votes unanimously in favor of termination.

17. These Bylaws may be amended by a majority vote of the Executive Committee provided written notice of the proposed amendment is given to the Board of Directors at least fourteen (14) days prior to the date at which said amendment is to be considered for a vote.