FIBA - Membership

The name of the Association, hereinafter referred to as “the Association”, is Suomen Vakuutusmeklariliitto ry. / Finlands Försäkringsmäklarförbund rf.

In the international context the name “Finnish Broker Association” may be used. Its domicile is the city of Helsinki.

The objectives of the Association are:

• to act as a national link between broking companies and individual brokers
• to promote independent and professional broking activities in Finland and
• to promote free competition in the Finnish insurance market in accordance with honest international insurance broking principles.

The Association seeks to achieve its objectives by:

• providing its members with advice and instruction
• supervising the conduct of its members in accordance with honest insurance broking principles
• organizing courses for educational purposes and other training activities
• submitting opinions to the authorities and taking initiatives in appropriate fields of legislation
• monitoring general developments within broking activities and applying this knowledge to the advantage of its members
• publishing a specialist journal
• disseminating for public awareness accurate information about the objectives of insurance brokers and
• printing essential material necessary for the broking activity of its members.

Membership of the Association is open to legal persons whose basic profession is broking activities.
Requirements for membership approval are that:

• the applicant’s Articles of Association, Partnership Agreement or information recorded in the Trade Register does not conflict with the rules of the Association
• the applicant is entirely independent from insurance companies
• the applicant or its owners may not be insurance companies nor may they own a significant part of such a company
• persons working for an applicant have the training and practical experience necessary for insurance broking activity
• applicants meet the Finnish insurance intermediary legislation conditions required for registration as an insurance broker
• applicants must be reputable and trustworthy.

The Association’s Board of Directors decides on the approval of an applicant for membership after receiving all necessary documents.

Applications for membership should be dealt with promptly and the applicant and members of the Association should be informed immediately about the approval or rejection decision.

The Association’s logo and reference to membership can be used by a member of the Association in correspondence and marketing.

The Board of Directors maintains a register of Association members by recording entries concerning the responsible broker and possible authorisations in accordance with legally required information.

Upon request the Board of Directors provides a copy of the membership register to whose revelation a member consents when joining the Association.

A member wishing to leave the Association must give written notification to the Board of Directors or its Chairman. A member can also leave the Association by notification at a formal meeting of the Association.

A member who, because of operational changes, no longer meets the requirements of the Association is obliged to resign from the Association.

A resigning member is not entitled to any part of the Association’s assets.

The Board of Directors can cancel membership of the Association if the member, or any person employed by the member, does not abide by the rules of the Association or decisions based on the rules or if the member fails to comply with the payment of fees due to the Association.

The Board of Directors can also issue notice of infringement of the Association’s rules, giving the member concerned the opportunity to respond, except in cases of failure to comply with the payment of fees due to the Association, before taking a membership cancellation decision.

The Board of Directors can also discharge a member who appears to have damaged or sought to damage the Association, its objectives or its reputation.

A letter notifying a decision by the Board of Directors to cancel membership of the Association should be sent immediately, together with the reason for the decision, by registered post to the member’s last known address. If action has been prompted by a reported complaint the Board’s decision should also be communicated to the complainant.

A discharged member has the right of appeal to an Association Meeting that must be convened within 30 days from the date of delivery to the Board of Directors of notification by the member to appeal their decision.

Cancellation of membership will become effective after expiry of the period specified in the Board’s notice of intent or after a decision by the Board of Directors and all Association members should be informed immediately of the decision.

A discharged member is not entitled to any part of the Association’s assets.

The Associations’ Board of Directors is elected each year at the Association’s Annual General Meeting and comprises between four and eight members including a Chairman and a Vice-Chairman.
The Chairman and Vice-Chairman are elected by the members present at the Annual General Meeting.
The Board of Directors elects a Secretary, either from among Association members or externally, and appoints any other officials necessary to perform the Association’s routine administration.

There is a quorum of the Board of Directors if, in addition to the Chairman and the Vice-Chairman, at least half of the other Board members are present at a Board meeting. Decisions are taken by a simple majority and, in the event of a tied vote; the Chairman shall have the casting vote.

The Chairman of the Board alone or two Board members jointly have signatory authority to bind the Association.

The Board of Directors represents the Association, protects its interests, manages its affairs and takes decisions on behalf of the Association on all issues except for those that are within the competence of the members at the Annual General Meeting.

The Board of Directors meets at the invitation of the Chairman or when at least two Board members request a meeting.

The Board can decide if property is to be sold, changed or mortgaged.

The Board members or other officials appointed by the Board to perform the Association’s routine administration are not permitted to reveal any private or financial information.

The financial year of the Association is the calendar year.

One Auditor and one Deputy Auditor must be elected at the Annual General Meeting with authority to inspect all documents of the Board of Directors and the Association. The Auditors must be authorised by the Finnish Central Chamber of Commerce or the Chamber of Commerce.

The Auditor should have access to the financial statement that should include an annual activity report, a balance sheet and a profit and loss account, not later than four weeks before the Annual General Meeting.

The Board shall publish the Auditor’s report for the last, past operational and financial year at least fourteen days before the Annual General Meeting with the report including approval of the financial statements authorised by the Board of Directors.

Notice of the Annual General Meeting of the Association together with the agenda, a copy of the financial statement, the annual activity report, the balance sheet and the profit and loss account should be sent to all members at their addresses recorded in the Members’ Register ten days before the date of the meeting.
The meeting shall be held at a venue designated by the Board of Directors and shall be held before the end of April each year.
The agenda of the Annual General Meeting shall include all the following items:

1. Opening of the meeting
2. Appointment of a Chairman and a Secretary for the meeting
3. Recording attendance at the meeting
4. Election of two persons to scrutinise the minutes and supervise the counting of votes
5. Recording the legality and quorum of the meeting
6. Acceptance of the agenda for the meeting
7. Presentation of the annual report, the profit and loss account, the balance sheet and the Auditor’s report
8. Adoption of the profit and loss account and the balance sheet
9. Resolution on the use of the profit or loss shown in the balance sheet
10. Resolution on the discharge of the members of the Board of Directors
11. Adoption of any Plan of Action and estimates of Income and Expenditure
12. Resolution on the member and enrolment fees and their basis for calculation
13. Resolution on the remuneration of the members of the Board of Directors and the Auditors
14. Resolution on the number of members of the Board of Directors
15. Election of the members of the Board of Directors
16. Election of the Chairman and Vice-Chairman of the Board of Directors
17. Election of one Auditor and one Deputy Auditor
18. Any Other Business specified in the issued notice of the meeting.

A member who wishes to present an item at the Annual General Meeting must submit a request to the Board of Directors in writing at least three weeks before the date of the meeting. The Board should include the requested item in the agenda.

Every corporate member has as many votes as the number of registered insurance brokers as they employ but the total number must not exceed the total voting rights represented at the meeting by more than 20%. Decisions are made by majority votes and in the event of a tie a decision is reached by drawing lots. A secret ballot shall be conducted upon request by a member.

The rules of the Association can be changed by a majority of three- quarters of the votes cast.

An Extraordinary General Meeting of the Association shall be held if the Board of Directors, the Auditors or at least one-tenth of the members entitled to vote so demand. A notice of such a meeting and its agenda should be sent to all members at least two weeks before it is scheduled, in the same announcement manner as invitations to a regular Annual General meeting.

A membership applicant must pay whatever enrolment fee is required and members must pay the annual subscription, both as determined at the previous Annual General Meeting.

The membership subscription consists of two parts; one part is company specific and the other is based on the number of registered insurance brokers at the beginning of each calendar year.

Association membership can be cancelled if, despite a reminder, a member fails to make a payment due.

The Association may be dissolved only by a majority decision of at least three-quarters of the votes cast at two consecutive meetings of the Association that must be held with a minimum interval of two months between the meetings.

During the dissolution period the Association’s assets must be entrusted to a legally-recognised administrator to continue the winding-up process according to the decision taken at the final meeting of the Association.