1. Restructuring ASPPA Strengthening representation of ASPPA’s traditional membership

2. Restructuring ASPPA  How is ASPPA operating today?  ASPPA acts as an umbrella organization serving all of its members  Growth of membership has been exponential in the last 5 years; increasing number of members are not “traditional” members (i.e., TPAs, recordkeepers, consultants)  Sister organizations (ACOPA, NAPA, NTSA) offer focused governance for certain segments of the membership

3. Restructuring ASPPA  How is ASPPA operating today?  ASPPA Board must serve as the advocate of the “traditional” members while at the same time serve umbrella functions for the organization as a whole  Umbrella activities akin to Industry Association, but traditional members also need a Professional Society for career development

4. Restructuring ASPPA  How do we best address the needs of the “traditional” ASPPA members?  To answer this question, the ASPPA Board created a Task Force to determine whether a separate sister organization should be established for the traditional members  The Task Force recommended to the Board that ASPPA get ahead of this issue by creating a separate sister organization

5. Restructuring ASPPA  Task Force conclusions  The name of the sister organization should be ASPPA  This preserves tradition and the connection traditional members have to the ASPPA name  Using ASPPA also retains the brand of the professional society  The sister organization should have a separate governance structure and be focused solely on the needs of the traditional members

6. Restructuring ASPPA  With the recommendation of a separate sister organization, the ASPPA Board then formed a second task force.  Task: How should the organization be reorganized to accommodate a new sister organization?

7. Restructuring ASPPA  Recommendations of T ask Force 2  Distinguish the coordinating functions from the separate sister organization by adopting a dba for ASPPA when it acts in an umbrella capacity  Board of Directors should be focused on the umbrella functions and coordinating the activities of the sister organizations  Board should not be tasked with direct membership services because all divisions of membership, including traditional members, will have a separate governance structure dedicated to such members

8. Restructuring ASPPA  Benefits to the “traditional” members  ASPPA focuses solely on the needs of the traditional members  Conferences, credentials, education, GAC issues, membership initiatives  “Traditional” credentialed membership: MSPA/FSPA, CPC, QPA, QKA, APM  MSPA/FSPAs continue to belong to ACOPA as well since ACOPA fills the role as an actuarial society and is primarily responsible for the professional development of the actuaries

9. Restructuring ASPPA  The organization as a whole will be rebranded as the American Retirement Council (ARC)  ARC is the coordinator among the sister organizations (the “glue”)  Cross-support, conflict resolution among sister organizations  ARC is the public persona for issues affecting the organization as a whole  Industry representative of the collective  Media interface  Coordinate lobbying efforts

10. ARC ASPPA NTSA ACOPA NAPA ARC serves the global needs of the sister organizations and focuses its energies on protecting the private retirement system

11. Restructuring ASPPA  How would the governance structure change?  Board of Directors resides at the ARC level to fulfill the ARC functions  ASPPA, like the other sister organizations, is governed by a Leadership Council

12. Restructuring ASPPA  How are funds allocated?  Essentially the same as today, except the traditional members now have a separate professional society (ASPPA) that is focusing solely on the budgetary needs of its members  ARC Finance & Budget committee (including Staff) coordinates the budget proposals with the leadership of the sister organizations  Consolidated budget submitted to ARC Board for approval

13. Restructuring ASPPA  What is the focus of the ASPPA Leadership Council?  Traditional ASPPA credentialed members: serving their education, credentialing, conference, GAC needs  CPC, QPA, QKA, APM  MSPA/FSPA primarily represented by ACOPA, but are also members of ASPPA.  The ASPPA budget would ensure that, in conjunction with the ACOPA budget, the needs of the actuaries are met, pursuant to the ASPPA-COPA agreement

14. Restructuring ASPPA  What happens to QPFCs and TGPCs?  QPFCs are automatically members of NAPA, where needs are addressed  TGPCs are automatically members of NTSA, where needs are addressed  If individual also holds an “traditional” credential (e.g., CPC), he/she also would be an ASPPA member

15. Restructuring ASPPA  What does ASPPA do post- reorganization?  Offers conferences (Annual, Western Benefits Conference, Women’s, Regional Conferences & any others added by ASPPA LC)  Maintains credentialing program for CPC, QPA, QKA (ACOPA takes care of MSPA/FSPA)  Provides non-credential education programs targeted to traditional ASPPA members (E&E Academy for Plan Administrators and Consultants)

16. Restructuring ASPPA  What does ASPPA do post- reorganization?  Controls GAC function for issues for which “primacy” is not housed with one of the other sister organizations  Where appropriate, overlapping GAC functions coordinated by ARC  Publications (e.g., Plan Consultant)  Awards: Educator, Eidson, Rosenberg  Sets dues as part of budget process  ASPPA’s budget will cover the above

17. Restructuring ASPPA  What does the ARC Board of Directors do?  Represents the entire organization/advocate for industry  Approves the budget  Employs staff (includes Executive Directors of the sister organizations) to provide operations for the sister organizations  Maintains employee benefit plans for staff

18. Restructuring ASPPA  What does the ARC Board of Directors do?  Ensures staff activities are allocated in manner that best serves the collective needs of the sister organizations  Industry advocate for the sister organizations and the private retirement system; coordinate grass-roots efforts  Maintain reserves for the organization

19. Restructuring ASPPA  ARC has no direct members  Each sister organization sets its membership standards and classifications  Must be subject to Code of Conduct  Members of any sister organization are considered to be members of ARC  Actions of ARC Board that require membership approval  Amendment of Bylaws  Approval of new at-large Board members

20. Restructuring ASPPA  Structure of the ASPPA Leadership Council  13 voting members (1/1/2015 LC is the ASPPA Board as constituted on that date)  Officers  9 voting at-large members (must be credentialed members of ASPPA sister org – MSPA/FSPA, CPC, QPA, QKA or APM)  At-large serve on a single 4-year term (transitional rules for first few years to ensure appropriate staggering of terms)

21. Restructuring ASPPA  ASPPA Officers  President  President Elect (successor to President)  Vice President (successor to the President Elect)  Immediate Past President  Above 4 counted as part of the 13 members of Leadership Council (remaining 9 are at large)  Penultimate Past President (non-voting; not counted as part of 13)

22. Restructuring ASPPA  Nominating Committee for ASPPA  Penultimate Past President  Immediate Past President  President  President-Elect  Executive Director of ASPPA  Chooses next Vice President (subject to ASPPA Leadership Council approval)  Chooses new at large Leadership Council members (subject to ASPPA membership approval)

23. Restructuring ASPPA  Structure of the ARC Board of Directors  8 Senatorial (2 from each sister org)  Represent interests of the sister orgs  Decided by respective sister orgs  Must be a voting member of sister’s LC  8 At-large (incl. officer positions)  Strategic/global focus  Transition rule: For 2015, 2016 & 2017 at least 5 of the 8 must be credentialed members of the ASPPA sister org  One 3-year term (years as officer not counted against 3-year term limit)

24. Restructuring ASPPA  ARC Officers  President  President-Elect  Secretary/Treasurer  Could be one or two people  Immediate Past President  Above counted as 5 at-large slots  Penultimate Past President – nonvoting; not counted in 8 at-large

25. Restructuring ASPPA  ARC Nominating Committee consists of:  Current ARC Immediate Past President, President and President-Elect  CEO of ARC  Selects new officers subject to approval of ARC Board  Selects new at-large Board members, subject to approval of entire ARC membership (by ballot)  For 2015, the present ASPPA Board will submit a slate to the ASPPA membership for approval

26. Restructuring ASPPA  Legal Implementation  Sister organizations are really membership divisions of ARC; no new corporations being created (ASPPA still referenced in the articles of incorporation as the Society, but it would be doing business as the ARC)  Membership vote required to implement because it is an amendment to the ASPPA Bylaws  Under current ASPPA Bylaws eligible voting Members are only Credentialed Members (as currently defined – by ASPPA Bylaws)  Electronic/mail-in voting to be completed by end of July  Effective date of January 1, 2015

27. Restructuring ASPPA  ASPPA members will be asked to approve the following:  Revised bylaws  ARC Operating Policies and Procedures  ASPPA Operating Policies and Procedures  Conforming amendment to the ASPPA- COPA agreement  Initial slate of ARC Board members

28. Restructuring ASPPA  Revised Bylaws  Bylaws need to be amended to reflect ARC as the dba of ASPPA and the ARC governance structure; requires ARC membership approval to amend in future  ARC Operating Policies and Procedures  Handle issues not required to be in Bylaws; requires two- thirds of ARC Board to amend  ASPPA Operating Policies and Procedures  Establishes ASPPA governance structure; requires two- thirds of ASPPA Leadership Council to amend  Conforming amendment to ASPPA-COPA agreement  Clarifies that ARC Board is primarily responsible to carry out ASPPA’s obligations

29. Restructuring ASPPA  Adding a new sister organization to the ARC  The initial four sister organizations (ASPPA, ACOPA, NAPA, NTSA) must agree to the addition of any new sister organization  All of the sister organizations should feel comfortable with adding a new member organization to the family

30. Restructuring ASPPA  ASPPA reserves  Amount determined as of 12/31/2011 as the ASPPA-allocated reserves. If the ASPPA sister org choose to leave ARC before 2017, 100% of these reserves would go to the separate organization. Phased out percentage for the next 10 years.  12/31/2011 cutoff date recognizes that, after 2011, NAPA and NTSA members added substantially to the reserves  No allocation of reserves to any other sister org that decides to leave the ARC