2009 Iowa Code
Title 13 - Commerce
Subtitle 1 - Insurance and Related Regulation
CHAPTER 512B - FRATERNAL BENEFIT SOCIETIES
512B.5 - REPRESENTATIVE FORM OF GOVERNMENT.

        512B.5  REPRESENTATIVE FORM OF GOVERNMENT.
         A society has a representative form of government if all of the
      following apply:
         1.  It has a supreme governing body constituted in one of the
      following ways:
         a.  Assembly.  The supreme governing body is an assembly
      composed of delegates elected directly by the members or at
      intermediate assemblies or conventions of members or their
      representatives, together with other delegates as prescribed in the
      society's laws.  A society may provide for election of delegates by
      mail.  The elected delegates must constitute a majority of the
      delegates in number and have not less than two-thirds of the votes
      and not less than the number of votes required to amend the society's
      laws.  The assembly must be elected and meet at least once every four
      years and must elect a board of directors to conduct the business of
      the society between meetings of the assembly.  Vacancies on the board
      of directors between elections may be filled in the manner prescribed
      by the society's laws.  The board of directors may appoint the
      officers of the society if authorized to do so by the articles or
      bylaws of the society.  A board of directors elected by an assembly
      shall have such powers authorized the board by the articles or bylaws
      of the society, and may or may not be a supreme governing body as
      described in paragraph "b", depending upon the powers authorized
      by the articles or bylaws.
         b.  Direct election.  The supreme governing body is a board of
      directors composed of persons elected by the members, either directly
      or by their representatives in intermediate assemblies, and any other
      persons prescribed in the society's laws.  A society may provide for
      election of the board by mail.  Each term of a board member must not
      exceed four years.  Vacancies on the board between elections may be
      filled in the manner prescribed by the society's laws.  The elected
      board members must constitute a majority of the board members in
      number and have not less than the number of votes required to amend
      the society's laws.  A person filling the unexpired term of an
      elected board member shall be considered to be an elected member.
      The board must meet at least quarterly to conduct the business of the
      society.
         2.  The officers of the society are elected by the supreme
      governing body or board of directors.
         3.  Only benefit members are eligible for election to the supreme
      governing body, board of directors, or any intermediate assembly.
         4.  Each voting member has one vote.
         5.  A voting member is not entitled to cast a vote by proxy.  

         90 Acts, ch 1148, §5