By Laws

Constitution and By-Laws of the Defense Base Act Claims Association

Adopted on: (date)

• Article 1- NameThe name of this organization shall be the Defense Base Act Claims Association (DBACA)

• Article 2- PurposesThe purpose of this Association shall be:To promote harmony and good business relations among Members; to exchange information concerning matters of interest; to discuss common problems and to develop a high standard of ethics.To encourage such administration of claims as will result in prompt and just settlement of all meritorious claims.To develop cooperation among all Members in vigorously exposing and resisting deceptive, unscrupulous or unethical claims or loss practices indulged in by any person.To promote a feeling of goodwill, friendship, cooperation and understanding between the Members.To provide programs to keep the membership in touch with new developments of general interest.To bring about more uniform treatment of common problems affecting all

Members without binding any Member to adhere to a plan with the best interest of the company because of individual circumstances.

• To work continuously toward assisting and improving the service of its Members and to cooperate fully with the companies and persons represented in this organization.
  • To join and cooperate fully with other organizations with like objectives in solving common problems.

• Article 3- MembershipSection 1. The membership of the Association shall be composed of persons and business entities that are:(1) Directly engaged in claims handling, or work for a claims adjusting firm, or work in a claims adjusting department and may be performing duties other than actual adjusting claims for whatever reason, or in the supervision of those engaged in claims handling. Claims handling is defined to mean spending the majority of time in the investigation, negotiation and settlement of insurance claims, or supervising or managing persons so engaged and holding a valid state adjuster’s license.(2) Persons who hold a valid adjusting license that are temporarily unemployed but are conducting valid searches and are not associated with a vendor.(3) Attorneys whose principal practice is insurance defense.(4) Private investigators whose major duties are devoted to insurance claims.(5) Retired Members in good standing whose present status does not conflict with active Member qualifications.(6) Sponsors as set out in Section 6.

• Section 2. The name of the proposed Member is to be first submitted to the Membership Committee and thereafter submitted to Members of the Association for action based on the recommendations of the Committee when required.

• Section 3. To overrule the recommendation of the Membership Committee requires a two-thirds vote of the Members present. To affirm will take the majority vote of those present.

• Section 4. Any eligible person may be nominated and sponsored for Membership at any regular meeting by any Member then in good standing. Such nomination may be made orally from the floor, but it must also be submitted in writing to the Secretary stating the applicant’s full name, mailing address, telephone number, employment affiliation, name of sponsoring Member, and date of nomination. The Secretary will then submit all nominations to the chairperson of the Membership Committee. Eligible persons may also make application for membership on the official Defense Base Act Claims Association website at http://www.dbaca.com. If any Member of good standing opposes the admission of any particular nominee, it shall then be that Member’s duty to contact any Member of the Membership Committee before the next regular meeting and advise the committee accordingly. Unopposed nominations will be acknowledged and accepted into membership. Opposed nominations will be deferred for investigation and recommendation by the Membership Committee and then admitted by a two thirds majority vote at the meeting during which the recommendation is made.

• Section 5. Any eligible company in good standing whose employees or associates have a minimum of five paid members may apply for a Corporate Membership. The Corporate Membership will cover the annual dues of all of the eligible employees of the company. Request for an Application for Corporate Membership must be submitted in writing to the Membership Committee stating the nature of the business of the company, identifying five primary persons eligible for membership for purpose of meeting and business notifications and to represent the Member Company on matters of business before the Association where a vote is called. The Company will also state the number of employees or associates that it intends for its Corporate Membership. The Company will need to specifically name five individuals as primary Members. The primary Members named of the Corporate or Sponsor Corporate Membership will be the only Members of the Company that will have voting rights and will receive mailings and announcements concerning Association business. It is not necessary that the company be a chartered corporation but must be a recognized business entity. The dues for the Corporate Membership shall be established each year by the Board of Directors.

• Section 6. Those persons or companies who do not meet the requirements for membership as set forth in Article 3, Section 1, subparts 1 through 5, but who perform a majority of their professional services for insurance companies and self-insured’s in the settlement and handling of losses may, upon payment of an annual fee as determined by the Board of Directors, be designated as a sponsor of the Claims Association. Sponsors are entitled to attend association functions and monthly meetings unless a majority of the Executive Committee designates a meeting closed to all but voting Members. Sponsors shall submit applications annually and when required shall be so designated upon affirmative vote of three-fourths of the Executive Committee. The Executive Committee may, at its discretion, limit the number of sponsors at any time. Applications for Sponsor Members can be made via the website or presented in person to the Membership Committee or Executive Committee at any regular business meeting. Applications for Corporate Sponsor Members must be requested in writing from the Membership Committee.

• Section 7. Members or sponsors of the Defense Base Act Claims Association may be expelled or suspended according to such procedure as may be established for violation of this Constitution and By-Laws or regulations established there under or the Code of Ethics or for any other conduct which will tend to cause discredit to fall upon the organization as a whole. It shall be the duty of any member or sponsor to report such misconduct to the Executive Committee. Any member or sponsor, about whom the complaint is filed, shall be duly notified of the charges immediately and shall have the right to answer and be heard. The recommendations and investigations of the Executive Committee shall be made and presented to the membership with affirmation of said recommendations based on the majority vote of those present and two-thirds vote of the Members present to overrule.

• Article 4- Procedures for New & Annual Renewal Applicant(1) An application for a new membership and/or annual application for renewal membership must be completed and approved before membership or renewal membership is official.(2) Said new application for membership or annual renewal application for membership must be submitted with a check made payable to the Defense Base Act Claims Association for a full years dues to the Membership Committee either in person at any regular membership meeting or by mail or a new application or annual renewal application can be made via the official Defense Base Act Claims Association website at www.dbaca.com and dues paid for a full year via the website by an accepted credit card.(3) The Membership Committee reviews the applications to determine if all requested information has been provided and that the applicant qualifies for the type of membership or which applied.(4) Applicants that are approved will be informed by the Membership Committee Chairperson.

• Article 5- Board of Directors, Officers and Executive CommitteeThe officers of the Defense Base Act Claims Association will be as follows: President, Vice President, Secretary and Treasurer.Said officers shall be Members in good standing and shall be nominated from the floor and/or by a slate presented by the Nominating Committee of three or more Members previously appointed by the President and shall be elected by a majority vote of the Members present at the regular meeting at which such election takes place. Only regular Members may be eligible to serve as an officer or Board of Directors.The officers shall be elected annually at the last quarter meeting and shall take office at the close of said meeting. Said officers shall serve until their successors are elected and qualified. The officer’s function as the Executive Committee of the Association and in doing so has the authority to conduct the day-to-day business. In the event any officer, other than the President, is incapacitated for a lengthy period or should resign, be transferred, dies, or is rendered incapacitated for any other cause, such office may be declared vacant by two-thirds vote of the Executive Committee and the office shall be filled by a Special Election at any meeting of the membership of the Association.The President shall be in charge of the affairs of the Association. He/She shall preside at all meetings of the Association and Executive Committee during his/her term of office.The Vice President shall act in case of disability or absence of the President. In the event of a vacancy in the office of President caused by incapacity or removal from office by resignation, death or any other cause, the Vice President shall automatically advance to the office of President and shall serve in such office for the balance of such term of said incapacitated President.The Secretary shall take the minutes of all meetings of the Association and Executive Committee and shall keep written transcriptions of all such meetings which shall be read and approved at the next succeeding meeting of the membership and which shall be available to any Member, upon request, at such time as shall be reasonable and proper. The Secretary shall be charged with carrying out correspondence on behalf of the Association. He/She shall send out proper notices of such meeting and its place. He/She shall keep an active roster of the membership, both as to individual names and company affiliations with proper addresses.The Treasurer shall be the sole custodian of the monies of the Association and any funds collected by the Association on behalf of any activity in which the Association might be interested. He/She shall collect and be the custodian of all dues and assessments voted by the membership and shall dispose of all funds in accordance with the direction of the Executive Committee or membership. He/She shall be under appropriate bond, the amount thereof to be determined by the Executive Committee. He/She shall sign all checks on funds of the Association.The President shall appoint all other committees and committee chairs unless he/she defers the duties to the Executive Committee.The Board of Directors shall consist of the Executive Committee, the immediate past President, if still active in the industry, and two members at large. A quorum shall be defined as four members of the Board of Directors.

• Article 6- ElectionThe election of officers shall be by secret ballot in the event more than one name is proposed for any one office. Otherwise, a plurality vote shall be necessary for election.

• Article 7- Committees/ChairmenGolf Committee/Chairman– The duty of this Committee is to plan and coordinate a golf outing at one or more times per year as determined by the Board of Directors.Quarterly Meeting Committee/Chair– The duty of this committee is to plan and coordinate the Association’s quarterly meetings. Education and Placement Committee/Chair– The duty of this committee is to coordinate speakers for the quarterly meetings that have fully accredited topics for continuing education credits for both adjusters and attorneys. This committee is also responsible for updating job openings to the Members.Membership Committee/Chair– The duty of this Committee is to assist the Treasurer in the collection of dues and assessments and to assist the Secretary in compiling a proper list of active Members. This Committee shall undertake programs to encourage the enlargement of Membership and the attendance at meetings. It shall be the duty of the Committee to investigate all complaints by Members or others against any Members and to submit reports to the Association with recommendations.

• Article 8- DuesThe annual dues for membership in the Association shall be payable on or before January 31st of each year. Reinstatement of members after that date shall be made only after a thorough investigation by the Membership Committee is conducted and its report and recommendation be submitted. The annual dues for membership in the Association shall be determined annually by the Board of Directors.

• Article 9- Member DutiesIt shall be the duty of any Member to report to the Executive Committee any breaches of the Constitution or By-Laws of Code of Ethics or any other business or conduct tending to bring discredit to the Defense Base Act Claims Association. Such report shall be deemed a privileged communication and shall not subject the Members making such report to liability. Any Member against whom the complaint is filed shall be duly notified of the general nature of the charge immediately and shall have the right to make an answer. The Executive Committee shall investigate all complaints.

• Article 10- Code of EthicsThe Code of Ethics of the Defense Base Act Claims Association is hereby adopted as part of the rules and regulations. The Code of Ethics is as follows:(1) To conduct ourselves in our profession so as to inspire public confidence by fair and honorable dealings.(2) To promote by our attitude towards the public, the proper regard for the profession of claims.(3) To approach the investigation of claims without prejudice or bias.(4) To render complete and truthful reports of facts and conditions bearing on the case.(5) To disregard influences tending toward improper and extravagant settlements and to diligently and honestly represent our company in the adjustment of claims.(6) To render at all times a service of the highest quality to the claimant and the companies we represent. It is further agreed that in addition thereto, the Statement of Principles as set out by the American Bar Association and adopted by the insurance industry is also made a part hereof.

• Article 11- Charitable ContributionThe Association shall make an annual minimum donation of $500 per year to charity. Additional sums may be appropriated or subsequently contributed upon unanimous agreement of the Board of Directors, in the event such sums are reasonably available for said purpose. The President shall appoint, on a yearly basis, a committee which will be authorized to designate the charity or charities to be benefited.