1. Meeting Professionals International Proposed Bylaws Amendments – Fall 2014

2. The Board of Directors undertook a comprehensive governance review to strategically update MPI’s board governance structure to ensure we are well positioned to achieve current and future goals. Rick Goldstein, with The Kensington Group was contracted as a consultant to the Board and Governance Task Force to complete this process. These recommendations are now being presented to the membership in the form of an amendment to our bylaws. Introduction and Purposes

3. Objective To have a streamlined, strategically focused board and governance model that maximizes impact of qualified, knowledgeable board members, who add value through expertise, insights and consistency in the Board focus and direction.

4. Recommendation I – Board Size Reduce the size of the Board from 18 members to 11 – 15 members, depending on business needs. Rationale To focus the governing body on key strategic challenges and opportunities rather than providing broad tactical oversight and approval of recommendations of the Executive Committee.

5. Recommendation II – Officer Roles and Responsibilities It is recommended that we move from six officer positions to four officer positions defined as Chair, Chair-Elect, Immediate Past Chair and Vice Chair of Finance. Rationale This will allow the board to move to role clarity with leadership roles with corresponding responsibilities. This eliminates the two undefined at large officer positions.

6. Recommendation III – Director Terms Provide opportunity for one-year term extensions of board members to address key expertise and continuity. Rationale. In some cases Board members have the ability to serve more than three years and can provide a key expertise or provide continuity when necessary. Not all members can/should have extendable terms but this change will allow for some flexibility to mix 3 year term members with a few longer term veterans as necessary.

7. Recommendation IV – Board Committees The standing committees of the Board shall be: Finance Committee, Board Development, and CEO Performance. Rationale A smaller board can effectively manage governance without the need for a standing executive committee. Officers will address emergency issues as needed in between board meetings and maintain frequent contact with CEO.

8. Next Steps An electronic vote of the membership will take place from November 14 – December 15, 2014 Members have the option to attend a meeting to vote in person at MPI Global on December 16, 2014 The MPI Board of Directors will review and ratify the results of the membership at their next meeting in February 2015 Chapter minimum bylaws amendments will be presented to the Board in February for roll out to Chapter leaders April 2015

9. Questions? Questions regarding the proposed bylaws amendments and member voting may be directed to: Jodi Ann LaFreniere Ray Sr. Director, Member and Volunteer Experience jray@mpiweb.org Holly McCauley Volunteer Experience Specialist hmccauley@mpiweb.org