Bylaws of the National Association of Credit Management: Reduction Draft

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ARTICLE I NAME, LOCATION, OFFICES

Section 1. Organization Name. The name of this organization will be the NATIONAL ASSOCIATION OF CREDIT MANAGEMENT (NACM), a nonprofit, nonstock corporation, incorporated in the state of Maryland.

Section 2. Location of Offices. The offices of NACM will be located in the state of Maryland and/or other localities as may be determined by the Board of Directors.

ARTICLE II CORE PURPOSE AND STATEMENTS

Section 1. Mission and Core Purpose. NACM's mission and core purpose is to position business credit professionals for success while setting standards of excellence in business credit and financial management. NACM is committed to enhancing, promoting and protecting the interests of business credit and financial management professionals; representing business credit grantors in all industries; being a member-governed and owned association that exists primarily to serve and support its members, and to research and benchmarking.

Section 2. NACM Statements on Issues. Subject to prior approval by the Board of Directors, NACM may take a position and express an opinion on issues generally affecting the business credit community and profession.

ARTICLE III ORGANIZATIONAL STRUCTURE

Section 1. Organization. To achieve the objectives of NACM, the Board of Directors may, at its discretion, establish wholly-owned subsidiary entities and organizational units such as boards, councils, or divisions to serve special interests of the business credit community. The Board of Directors will exercise governing authority over the Bylaws, policies, services, programs and budgets of all subsidiary entities and organizational units, including qualification for membership, unless otherwise stated in these Bylaws.

Section 2. Affiliated Associations. The Board of Directors will establish the terms and conditions for creating and recognizing Affiliated Association status. Affiliate status will be defined through contractual NACM Affiliated Association Agreement (Agreement) between NACM and the Affiliate. The terms of the Agreement will govern over any contrary or inconsistent provisions of these Bylaws.

Section 3. Core Affiliate Services. NACM will not be engaged in the core Affiliate services as defined in the contractual Agreement with the Affiliates.

Section 4. Affiliate [begin strikethrough]Secretarial[end strikethrough] Council. Previously known as the Secretarial Council, the role and duties of the Affiliate Council are defined in the contractual Agreement with the Affiliates.

ARTICLE IV MEMBERSHIP

Section 1. Membership Classes. Three general classifications of membership in NACM are available: Affiliated, Special Interest and Honorary Lifetime.

Section 2. Affiliated Membership. Affiliated membership will be available to business entities conducting commercial operations in the course of which secured or unsecured commercial credit is extended to others.

Section 3. Exclusions. Excluded from eligibility for Affiliated membership is any business entity engaged in providing industry credit group, adjustment or commercial debt collection services that had not been accepted for membership prior to June 1, 1965, and any business entity providing credit reporting services that had not been accepted for membership prior to June 1, 1977, provided such membership has not lapsed since such admission.

Section 4. Affiliated Member Representatives. Each Affiliated member company will, at the time of applying for membership and from time to time thereafter, designate one or more individuals employed by such member as its representative(s), who will have the right to vote. Should such designated representative(s) no longer be the appropriate company representative(s), the member company will designate a new representative(s).

Section 5. Special Interest Membership. Special Interest Membership will be limited to individuals and/or entities that are, or become, members of those NACM departments, units, divisions or subsidiaries which were established prior to April 1, 2005. …