Section 230-RICR-20-05-11.17 - Annual and Special MeetingsA. Meetings -- The annual meeting of the Insurers for the election of the Committee and such other business as may be necessary shall be held in the State of Rhode Island on a date fixed by the Governing Committee. At any regular or special meeting at which the vote of the Insurers is or may be required on any proposal, voting may be in person or by proxy. Voting at regular or special meetings, or any vote of the Insurers which may be taken by mail, shall be cast and counted on a weighted basis in the same proportion as each Insurer's Premiums Written bear to the aggregate Premiums Written by all Insurers in this Program. Notice of meetings of the Insurers shall be given by the Secretary and shall state the time, date and place and the principal purposes thereof. Such notice may be given to the Insurers by electronic mail or any other reasonable widely used electronic format or by regular US Postal mail.B. As soon as practicable after election to membership on the Committee, and thereafter from time to time as it may elect, an Insurer shall designate a qualified representative and an alternate of such representative to serve for it and shall immediately notify in writing the Manager of the Association of such designation.C. Officers -- The Committee shall elect a Chair, Vice Chair, Secretary, Treasurer, and Manager. 1. The Chair shall preside over all meetings of this Committee and at all meetings of the Insurers which are Members of the Rhode Island Joint Reinsurance Association. The Chair shall discharge such other duties as may be incidental to his office or as shall be required by these rules or by the Committee.2. The Vice Chair shall preside at any meeting of the Committee in the absence of the Chair. In the event of death, incapacity, or disability of the Chair, the Vice Chair shall perform the duties of the Chair until such office has been filled by the Committee.3. The Secretary shall issue all notices of meetings, record minutes of all meetings, keep the records of the Committee, and discharge such other duties as may be incidental to the office or as shall be required by these rules or by the Committee.4. The Treasurer shall discharge such duties as may be incidental to the office or as shall be required by these rules or by the Committee.5. The Manager shall discharge such duties as may be incidental to the office or as shall be required by these rules or by the Committee.D. Special Meetings -- Special Meetings of the Committee or of the Insurers may be held upon the call of the Chair or in the event of resignation, death, or incapacity, upon the call of the Vice Chair. Any six (6) members of the Committee, acting by their designated representatives, may request the Chairman to call a meeting of the Committee and any six (6) Insurers may request the Chair to call a meeting of the Membership at such time and place and for such purposes as may be set out in writing in such request. Should the Chair decline to call such meetings, the same may be called by the six (6) members making the request. Such special meetings may be held at the principal office of the Association or at such other place within or without the State of Rhode Island as may be designated in the call.E. Notices of Committee Meetings -- Notices of all Committee meetings shall be given by the Secretary to the members of the Committee and to the Insurers, and shall state the time and place and the principal purposes thereof, in order to legally constitute the meeting, provided a majority of the designated representatives of the Insurers shall be present at such meeting. Such notices may be given to the members of the Committee by electronic mail or any other reasonable widely used electronic format or regular US postal mail, and in the case of Insurers directed to the attention of the designated representatives of the Insurers and shall be sent or mailed at least ten (10) days in advance of the meeting. Any Insurer or the designated representative of any Insurer may waive notice of any meeting, and the presence of such representative at any meeting shall constitute a waiver of notice as to such Insurer.F. Advance Agenda -- The Secretary, after consultation with the Chair, shall prepare in advance of each meeting of the Committee and each meeting of the Insurers an agendum which, with such supporting data and information as may be conveniently assembled, shall be forwarded to the members of the Committee or their designated representatives or to the Insurers, as the case may be, in advance of any such meeting.G. Committees -- Subject to the Articles of Agreement, the Chair of the Committee may appoint or the Committee may elect such standing committees or such temporary or special committees as may be deemed necessary for the transaction of its business.H. Ex-Officio Members -- The Chair of the Committee shall be an ex officio member of all standing or special committees, with right to vote.I. Voting by Committee - Every committee member shall have one (1) vote. Any matter submitted to the Committee shall be carried if it is voted in the affirmative by a majority of the committee members present at a meeting or attending by teleconferencing, provided at least a quorum is participating. Committee voting shall be permitted only by the designated representatives or alternates of the committee members and by the public committee members and Producer committee members in person at a meeting of the Committee, by teleconference or by mail, in accordance with this Part. Voting by mail is permitted, provided that any matter submitted for a mail vote shall carry only if it is voted in the affirmative by a majority of the total number of committee members and receives no negative vote.230 R.I. Code R. 230-RICR-20-05-11.17