Below are the proposed changes to the American Academy of Actuaries bylaws. There are two parts to the proposed bylaw changes. First, there is an addition to Article XI concerning the Actuarial Standards Board so that all ASB meetings must be open as described in the new Article XVI. The second change is the addition of Article XVI which specifies that meetings regarding qualification or standard setting must be open except under very limited circumstances. Additionally, Article XVI specifies that there must be minimum public notice of meetings and that observers must be provided with a copy of the agenda.
The proposed bylaws do not address the broader issue of the Academy going from an extremely open meeting policy to a restrictive meeting policy with no notice or exposure of the new policy to members. Additionally, these proposed bylaws do not include any governance changes. It may be advisable to address these issues, but those are much bigger questions. To build consensus on those issues would take an extended period and it was felt that the 2018 Sunshine Amendment needs to be enacted immediately.
Proposed 2018 Sunshine Amendment to the
Bylaws of the American Academy of Actuaries
The following Section 9. Shall be added to the end of Article XI.
Section 9. Open meetings. All meetings of the ASB and ASB committees, subcommittees, and task forces shall be open to the public as described in Article XVI of the Academy bylaws.
The following Article XVI shall be added after the end of Article XV.
Section 1. Open Meetings.
A. All meetings regarding the drafting, establishment, exposure or amendment of either qualifications standards for actuaries or actuarial standards of practice shall be open meetings as described in this Article. This Article shall apply to all meetings of the Actuarial Standards Board and the Committee on Qualifications. Additionally, this Article shall apply to the portion of any Academy Board of Directors meeting which deals with the establishment, exposure or amendment of any qualification standard or actuarial standard of practice. Lastly, this Article applies to any body within the Academy with responsibility for setting qualification standards or actuarial standards of practice.
B. This section shall not be construed as to apply to any meeting of the following: (a) the Actuarial Board for Counseling and Discipline under Article X of the Academy bylaws; (b) any Academy Disciplinary Committee under Article IX, section 3 of the Academy’s bylaws or any meeting of any Appeal Panel under Article IX, section 4 of the Academy’s bylaws;
Section 2. Executive Session. Portions of otherwise open meetings may be held in Executive Session only for the purposes of discussing legally privileged information, the qualifications and reputation of potential volunteers, and the performance of volunteers and Academy staff. No action or vote may be taken in Executive Session. The reasons for which a meeting may be held in Executive Session shall be construed narrowly.
Section 3. Advance Notice. Notice shall be provided to the public of an open meeting no less than twenty-one days in advance. Notice shall be prominently published on the Academy website and in Academy publications. Upon written request, members shall be provided a copy of the notice within 5 business days.
Section 4. Definitions
The following definitions will apply for this article.
A. Meeting – The term “meeting” shall include any gathering of a quorum of an Academy body, board, committee, subcommittee or task force when such gathering is not purely for social or training purposes. Meetings include in-person gatherings, conference calls, video conferences or any other similar technology. The term meeting shall be broadly construed.
B. Notice – The term “notice” shall include the time, date, location and agenda of a meeting.
C. Open – The term “open” means that members of the press, public, actuarial profession and Academy may attend the meeting and observe the meeting but may only participate in the meeting with the permission of the meeting chair. Disruptive observers may be removed from meetings. Observers shall be allowed to take notes and publish their accounts of the meeting, but the Academy shall not be responsible for the contents of such accounts.