Recipients of the Minutes of the September 30-October 5, 2019, Meeting of the Kiwanis International Board of Trustees

TO: Recipients of the Minutes of the September 30-October 5, 2019, Meeting of the Kiwanis International Board of Trustees

Attached are the proposed minutes of the September 30-October 5, 2019, meeting of the Kiwanis International Board of Trustees. They are also located on the Kiwanis website.

These minutes will become "official" when approved by the Board of Trustees at its next scheduled meeting January 16, 2020, via GoToMeeting.

Sincerely,

Stan Soderstrom Executive Director

SDS/dap

Enclosures

TABLE OF CONTENTS MINUTES OF THE MEETING OF KIWANIS INTERNATIONAL BOARD OF TRUSTEES September 30-October 5, 2019 TAB REPORT OF THE PRESIDENT------1 01 REPORT OF THE PRESIDENT-ELECT ------1 02 REPORT OF THE VICE PRESIDENT ------1 03 REPORT OF THE EXECUTIVE DIRECTOR ------1 04 REPORT OF THE BOARD COUNSELOR TO CIRCLE K INTERNATIONAL ------1 05 REPORT OF THE BOARD COUNSELOR TO KEY CLUB INTERNATIONAL ------1 06 APPROVAL OF JUNE 26, 2019 MINUTES ------2 07 RATIFICATION OF JULY 18, 2019 ELECTRONIC MAIL BALLOT RESULTS ------2 08 REPORT OF THE PAST KIWANIS INTERNATIONAL PRESIDENTS COMMITTEE ------2 09 2019-20 KIWANIS INTERNATIONAL COMMITTEE UPDATES ------2 10 ADMINISTRATIVE ACTION REPORT ------2 11 STANDING RULES REVISION FOR THE K.I. CONVENTION ------2 DESIGNATION OF KIWANIS INTERNATIONAL OFFICERS ------3 12 K.I. BYLAWS MODERNIZATION PROJECT (REVISION) ------4 ANNUAL REVIEW OF DISTRICT STATUS ------6 BYLAWS INTERPRETATION REVISIONS FROM THE GOVERNANCE COMMITTEE -- 7 PROCEDURE REVISIONS FROM THE GOVERNANCE COMMITTEE ------7 STRATEGIC PLAN ------9 13 REPORT OF THE BOARD COMMITTEE ON AUDIT AND FINANCE ------9 14 REPORT OF BOARD COMMITTEE ON MEMBERSHIP------9 15 NEW ASSOCIATION MANAGEMENT SYSTEM ------10 2025 KIWANIS INTERNATIONAL CONVENTION SITE SELECTION ------10 REVISIONS TO PROCEDURES 342.2 & 305.1 ------10 KIWANIS ASIA-PACIFIC MATCHING GRANT REQUEST – TAIWAN DISTRICT------13 KIWANIS ASIA-PACIFIC MATCHING GRANT REQUEST – PHILIPPINE SOUTH DISTRICT ------13 FLORIDA DISTRICT REQUEST TO ATTACH PUERTO RICO CLUB ------13 REPORT OF BOARD COMMITTEE ON LEADERSHIP DEVELOPMENT AND EDUCATION ------13 16 KIWANIS LEADERSHIP INITIATIVE FUNDING ------13 LEADERSHIP ADVISORY TASK FORCE ------14 REPORT OF BOARD COMMITTEE ON PUBLIC RELATIONS, IMAGE AND MARKETING ------15 17 KIDS NEED KIWANIS 3.0 MEMBERSHIP CAMPAIGN ------15 REPORT OF THE BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS ------15 18 READING IS FUNDAMENTAL AS A COMMUNITY PARTNER ------15 AMENDMENTS TO THE CIRCLE K INTERNATIONAL BYLAWS ------16 CHANGES TO THE CIRCLE K INTERNATIONAL POLICY CODES ------18 DISSOLUTION OF THE K-CORPS PROGRAM ------18 KIWANIS LICENSING PROGRAM ------18 OTHER BUSINESS ------19 VACANCY IN IMMEDIATE PAST PRESIDENT ------19 NEXT BOARD MEETING – JANUARY 15-16, 2020 ------19

MINUTES OF THE

MEETING OF THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES

September 30-October 5, 2019

The meeting of the Board of Trustees of Kiwanis International convened at the Kiwanis International Office in Indianapolis, Indiana, USA, September 30-October 5, 2019. Those present were: Daniel Vigneron, President; Arthur N. Riley, President-Elect; Peter J. Mancuso, Vice President; Stan D. Soderstrom, Executive Director; Trustees Katrina J. Baranko, Greg Beard, Gunnsteinn Björnsson, Chian Chu-Ching, Gary Cooper, George R. Delisle, Elio Garozzo, Charles Gugliuzza, Tony Gunn, David W. Hurrelbrink, Richard G. Olmstead, Jr., Ernest Schmid, Sam Sekhon, Ronald E. Smith, and Cathy Szymanski. Guests: Ann Wilkins, President, Kiwanis Children’s Fund; Chris Decorte, President, Kiwanis International-European Federation; and, Chang-Chien Lo, Chair, Kiwanis Asia-Pacific. Absent: James M. Rochford, Immediate Past President.

The meeting was called to order by President Daniel Vigneron on Friday, October 4, 2019 at 3:05 p.m. in Indianapolis, Indiana, USA. An invocation was given by Arthur N. Riley.

The following reports were received:

REPORT OF THE PRESIDENT The Report of the President, Daniel Vigneron, is attached as Tab 01.

REPORT OF THE PRESIDENT-ELECT The Report of the President-Elect, Arthur N. Riley, is attached as Tab 02.

REPORT OF THE VICE PRESIDENT The Report of the Vice President, Peter J. Mancuso, is attached as Tab 03.

REPORT OF THE EXECUTIVE DIRECTOR The Report of the Executive Director, Stan D. Soderstrom, is attached as Tab 04.

REPORT OF THE BOARD COUNSELOR TO CIRCLE K INTERNATIONAL The Report of the Board Counselor to Circle K International, Katrina Baranko, is attached as Tab 05.

REPORT OF THE BOARD COUNSELOR TO KEY CLUB INTERNATIONAL The Report of the Board Counselor to Key Club International, George R. Delisle, is attached as Tab 06.

GENERAL CONSENT ITEMS

Upon motion duly made by Trustee Richard G. Olmstead, Jr., and seconded, the following recommendations were adopted:

APPROVAL OF JUNE 26, 2019 MINUTES

That the Kiwanis International Board approves the minutes of the Board meeting held June 26, 2019, in Walt Disney World, Orlando, Florida, USA, as shown in Tab 07.

RATIFICATION OF JULY 18, 2019 ELECTRONIC MAIL BALLOT RESULTS

That the Kiwanis International Board ratifies the results of the electronic mail ballot concluded on July 18, 2019, appointing “George” Chu-Ching Chian for a one-year term as Kiwanis International Trustee, as shown in Tab 08.

REPORT OF THE PAST KIWANIS INTERNATIONAL PRESIDENTS COMMITTEE

That the Kiwanis International Board receives the June 26, 2019 report of the Past Kiwanis International Presidents Committee, as shown in Tab 09.

2019-20 KIWANIS INTERNATIONAL COMMITTEE UPDATES

That the Kiwanis International Board approves the updates to 2019-20 Kiwanis International Committees as shown in Tab 10.

ADMINISTRATIVE ACTION REPORT

That the Kiwanis International Board approves the Administrative Action Report as shown in Tab 11.

STANDING RULES REVISION FOR THE K.I. CONVENTION

That the Kiwanis International Board revises Procedure 133.5 – Standing Rules for the House of Delegates at Convention, as shown below.

133.5 – Standing Rules for the House of Delegates at Convention

Rule 2 – Only delegates with official delegate badges may present or speak on motions and vote. (1980)

Rule 4 – The House of Delegates shall allow delegates to leave and re-enter; however, individual electronic voting units ballots (written or electronic) shall not leave the House. Delegates leaving the House early must surrender voting units their ballots to an Elections Committee volunteer at the pass-out door. Ballots will be returned to delegates upon re-entry to the House. In no case will a delegate be allowed to cast a ballot for any votes conducted in his/her absence. (1980) (6/09)

Rule 6 – No delegate may speak in debate more than three (3) two (2) minutes at a time unless allowed to do so by a majority vote of the delegates. (1980) (4/07)

Rule 9 – Microphones shall be designated by number. Speakers for the main motion shall use the odd-numbered microphones, and speakers against the main motion shall use the even-numbered microphones. Debate on each issue will begin at microphone one, and the chair will then recognize each microphones in rotating order sequence. Debate on each issue will begin at microphone one and alternate between those speaking for and those speaking against a motion. (1980) (4/08)

Rule 14 – Subject to the discretion of the chair, no proposed amendment to the Bylaws shall be introduced later than 15 minutes before the scheduled adjournment of any morning or afternoon session. (1980) (1/13)

Rule 19 – Any candidate who is unopposed for office may be elected by a voice vote. In any election where the number of candidates is equal to the number of seats to be elected, the election may be held by voice vote. (1/88) (4/08)

Rule 21 – The most recent edition of Roberts Rules of Order Newly Revised shall be the parliamentary authority for all matters of procedure not specifically covered by the Bylaws of Kiwanis International and these standing rules. (1980) (1/02)

DESIGNATION OF KIWANIS INTERNATIONAL OFFICERS

That the Kiwanis International Board proposes amendments to the Kiwanis International Bylaws as shown Tab 12 regarding designation of Kiwanis International Officers.

Further, that the Kiwanis International Board adopts new Policy B.24 – Additional Officers or Agents, as shown below. This change is not contingent upon the amendment being adopted and is therefore effective immediately.

POLICY B. INTERNATIONAL ADMINISTRATION

24. Additional Officers or Agents

Kiwanis International shall have the following administrative officers with the duties as stated. As staff, these officers shall be under the authority of the Executive Director: • Chief Financial Officer: Shall have general oversight over the finances of the organization. • Chief Communications Officer: Shall have general oversight over the communication of the organization. • Chief Operating Officer: Shall have general oversight over operations of the organization not delegated to the other two officers.

K.I. BYLAWS MODERNIZATION PROJECT (REVISION)

That the Kiwanis International Board approves the following process recommended by the Governance Committee for consideration of the K.I. Bylaws revision:

DATE ACTION October Board The Board agrees to an initial draft of the Bylaws revision. meeting October 16, 2019 Initial draft is shared with district leaders, asking for responses by Nov. 30 By Nov. 30, 2019 District responses are received and subsequently considered by the Governance Committee. January 2020 Board Board considers district responses and agrees to final draft of revision. meeting The Board finalizes wording of a new bylaw article and resolution governing large-scale revisions, for presentation to the 2020 convention. 90 days prior to Final draft is shared with clubs, along with FAQ and instructions on 2020 convention the intended process. (approx. March 15 - The new bylaws article and the resolution governing large-scale - sooner if possible) revisions are shared with clubs for voting at 2020 convention. Education opportunities are planned for the 2020 convention and after. June 2020 New article and the resolution are voted on (and presumably adopted). Note: the revision itself is not voted on at this time. July-Sept. 2020 The revision is updated to include any separate amendments adopted at the 2020 convention and redistributed to clubs. By Feb. 19, 2021 120-day advance amendments are due. These definitely will be considered at the 2021 convention. July 2020 & Clubs, districts, and K.I. Board may propose amendments, if desired. thereafter By May 21, 2021 30-day advance amendments are due. These may or may not be considered at the 2021 convention, at the discretion of the House of Delegates. No amendments will be accepted from any entity after May 21. June 2021 Delegates consider the whole revision for adoption, as well as any properly-submitted amendments. October 1, 2021 The revised bylaws become effective.

Further, that the Kiwanis International Board approves presentation of the new article shown below to the House of Delegates at the 2020 Kiwanis International Convention:

4 ARTICLE XXVII. BYLAWS REVISIONS

Section 1. At the recommendation of the Kiwanis International Board, the House of Delegates may, by a two-thirds (2/3) vote, order a revision of the Bylaws to be considered the following year, to include such changes as are provided in the Board’s recommendation.

Section 2. At the meeting when the Bylaws revision is considered, no other Bylaw amendments may be proposed from any other source.

Section 3. No amendments to any other provisions of the Bylaws may be considered except those directly relevant to the changes proposed in the revision.

Section 4. A two-thirds (2/3) vote shall be required for adoption of a Bylaw revision.

Section 5. At the meeting at which the Bylaw revision is ordered, rules for its consideration may be adopted by a two-thirds (2/3) vote which will be binding on revision consideration the following year.

Further, that the Kiwanis International Board approves presentation of the resolution shown below to the House of Delegates at the 2020 Kiwanis International Convention:

WHEREAS, the Kiwanis International Board recommends a revision of the Bylaws for consideration at the 2021 annual convention, and

WHEREAS, the Kiwanis International Board has provided adequate information in support of the changes to be proposed in the revision,

THEREFORE BE IT RESOLVED THAT:

The House of Delegates orders a revision of the Bylaws for consideration at the 2021 annual convention; and

Amendments to the revision may be proposed by a club, by majority vote of its members; by a district board or district house of delegates, by majority vote of either one; or by the Kiwanis International Board; and

Any proposed amendments to the Bylaws revision must be submitted to the Executive Director in writing no later than Feb. 19, 2021. Such amendments shall be considered during debate on the revision; and

Any proposed amendments to the Bylaws revision that are submitted after Feb. 19, 2021, must be submitted in writing no later than May 21, 2021. However, when the later amendments are moved and seconded during consideration of the revision, they will be subject to an immediate requirement for a majority vote before discussion of such amendment will occur. If a majority vote is not obtained, the amendment will not be considered. If a majority vote is obtained, the amendment will be discussed subject to the same rules for consideration as the amendments submitted by Feb. 19; and

No amendments to the Bylaws revision will be considered that are not submitted in accordance with the rules stated above; and

Amendments to the Bylaws revision will require a majority vote for adoption; and

After all amendments to the Bylaws revision have been considered, a single vote will take place on the entire revision.

ANNUAL REVIEW OF DISTRICT STATUS

That the Kiwanis International Board revises Procedure 204.2 – District Not in Good Standing as shown below:

204.2 – District Not in Good Standing

If a district does not meet the minimum requirements for good standing, the Executive Director shall notify the Board of Trustees and the district that the district is not in good standing. The district shall then have thirty (30) days to correct any matters of noncompliance or to present an acceptable plan to correct such issues within a reasonable period of time. The district shall be considered not in good standing during such interim period. (10/18)

Any district deemed to not be in good standing shall not be eligible for the following: A. Funding through any Kiwanis International grant programs or other means of financial support B. Funding through any Kiwanis Children’s Fund grant programs C. Expense reimbursement for officers or chairs to attend training and education hosted by Kiwanis International or any subsidiary of Kiwanis. D. Ability to receive awards or recognition via Kiwanis International distinguished programs or other recognition programs or contests. (10/18)

Further, that the Kiwanis International Board receives the report from the Executive Director about district compliance with Procedure 204.1 – [District Status] Minimum Requirements for Good Standing. Staff is requested to inform each district not in good standing of their status due to lack of compliance, the ramifications thereof, and their opportunities to return to good standing status per procedure.

Further, that the Kiwanis International Board designates the following districts as provisional districts: • West Virginia • Western Canada • Ecuador • Panama (already Provisional) • Romania (already Provisional)

Further, that the Kiwanis International Board designates the Korea Provisional District as a Kiwanis Nation.

BYLAWS INTERPRETATION REVISIONS FROM THE GOVERNANCE COMMITTEE

That the Kiwanis International Board amends the interpretation of Article III, Section 1, Regarding Good Character, as shown below.

GOOD CHARACTER

Article VIII, Section 1 - states, “Membership in a club is open to adults of good character and corporations of good community standing who are willing to maintain good standing with the club by payment of all relevant dues and fees and adherence to other standards (if any) stated in club policy.” Interpretation - "Good character" shall be interpreted not to include a person who is currently incarcerated for the conviction of a crime. An individual currently incarcerated for a crime shall not be considered a person of good character. This does not limit further interpretations of good character. (1/1991)

Further, that the Kiwanis International Board eliminates the interpretation of Article XIII, Section 1E, regarding the ‘Dark Year’.

DISTRICT ‘DARK YEAR’ ON THE INTERNATIONAL BOARD Article XIII, Section 1e – states, “A district shall not have a club member on the Board of Trustees for one (1) administrative year after another member from that district has completed service on the Board of Trustees, except where necessary to fill a guaranteed seat as provided in these Bylaws.” Interpretation - This provision does not preclude an officer from running for a consecutive term on the International Board as long as all other criteria and qualifications as set forth in the International Bylaws are met. (10/2001)

NOTE: All Bylaw interpretation changes must be published, in substance, in Kiwanis’ primary official publication.

PROCEDURE REVISIONS FROM THE GOVERNANCE COMMITTEE

That the Kiwanis International Board revises Procedures 102.1, 102.2, 123, 126, and 163.2, as shown below.

102 - INTERNATIONAL BOARD COMMITTEE RESPONSIBILITIES

102.1 – Executive (10/16) The Executive Committee will assist and support all other Board committees in ensuring that all initiatives within Kiwanis International’s strategic plan are resourced and implemented. (10/86) (10/17)

Authority Between Board Meetings: Between meetings of the Board of Trustees, if the need arises, the administrative authority of the Board is delegated to the Executive Committee on all matters not specifically delegated to the full Board in the Kiwanis International Bylaws (such as filling vacancies in office, etc.). The action of the Executive Committee shall have full force and effect. Any action by the Executive Committee, unless disapproved by the Board, shall be formally ratified by the Board. This delegation of authority shall not include the right to waive or change policy or procedure. The Board shall be informed electronically within three (3) days of any action by the Executive Committee, and such action shall be placed on the agenda of the next regular or special Board meeting for approval/disapproval by the Board. The Executive Director shall serve as liaison to the Executive Committee. (4/86) (7/05)

102.2 - Audit and Finance The Board Committee on Audit and Finance will work to protect and create the financial resources necessary to meet the financial goals, objectives, and strategies outlined in the organization’s strategic plan. The Committee is charged with monitoring all financial matters involving Kiwanis International and any of its sponsored organizations and affiliates, including budget development and amendments to budget, travel management, retail/merchandise operations, marketing, investments, and all current and new revenue sources. The Committee is also responsible for: recommending to the Board the retention and termination of the independent, external auditor; meeting privately with the external auditor to ensure financial affairs of the organization are in order; and reviewing audited financial statements prior to its submission to the board. (10/12)

123 - RESOLUTIONS AND BYLAWS COMMITTEE (1/13)

123.1 - Membership Committee membership shall should include at least one (1) Kiwanian from North American and at least one (1) Kiwanian from Europe, Asia-Pacific, or Latin America to assure international representation. If translation or interpretation is necessary, it shall be arranged by the Executive Director or designee. (1980) (1/13)

123.2 - Types of Resolutions Resolutions shall relate to matters of broad concern to Kiwanis International. There shall be no resolutions on partisan political matters and resolutions shall not be used to amend the bylaws. There shall be no resolutions commending living individuals other than the traditional resolutions of appreciation for hospitality provided or resolutions of a like nature. Memorial resolutions shall be limited to Kiwanians who, at the time of death, were members of the International Council. Only the International Board may propose memorial resolutions for Kiwanians who are not members of the International Council at time of death. (1980) (1/13)

126 – DUTIES OF COMMITTEE CHARGED WITH KIWANIS INTERNATIONAL BYLAWS 123.3 – PROPOSED BYLAW AMENDMENTS A. The Resolutions and Bylaws Committee charged with duties related to the Kiwanis International Bylaws shall have the following responsibilities and authority regarding Bylaws matters proposed amendments to the Kiwanis International bylaws: • To complete any specific actions requested by the Board, such as drafting amendments for stated purposes and/or reviewing amendments drafted by the Board. (1/08) • To provide technical opinions on amendments submitted by a club, district, or the Board, such as whether the amendment is properly submitted and whether the wording meets its stated purpose. This includes advising a club, district, or the Board how it might revise the wording of its proposal to meet its stated purpose. (1/08) B. The Committee may draft and offer additional amendments only if they are germane to an amendment already submitted by the Kiwanis International Board and deemed necessary to correctly carry out the full intent of the Board’s stated purpose. (1/08) C. The Committee may also have other duties as specified by the Kiwanis International Board. (1/08)

163 – KIWANIS MAGAZINE SUBSCRIPTIONS (1/13)

163.2 - Subscription Price for Nonmembers Each nonmember subscriber shall pay US$12.00 annually for KIWANIS magazine. (10/90) (7/07)

STRATEGIC PLAN

That the Kiwanis International Board adopts the updated strategic plan as shown in Tab 13.

REPORT OF THE BOARD COMMITTEE ON AUDIT AND FINANCE

The Report of the 2019-20 Board Committee on Audit and Finance, Greg Beard, Chair, was presented. (Tab 14)

No action taken.

This completed the Report of the Board Committee on Audit and Finance.

REPORT OF BOARD COMMITTEE ON MEMBERSHIP

The Report of the 2019-20 Board Committee on Membership and Education, Charles Gugliuzza, Chair, was presented. (Tab 15)

NEW ASSOCIATION MANAGEMENT SYSTEM

Upon recommendation of the Board Committee on Membership, it was moved and adopted:

That the Kiwanis International Board approves an investment of up to US$1,700,000 for implementation of a hybrid association management system (AMS) solution.

2025 KIWANIS INTERNATIONAL CONVENTION SITE SELECTION

Upon recommendation of the Board Committee on Membership, it was moved and adopted:

That the Kiwanis International Board approves Pittsburgh, Pennsylvania as the site of the 2025 Kiwanis International Convention.

REVISIONS TO PROCEDURES 342.2 & 305.1

Upon recommendation of the Board Committee on Membership, it was moved and adopted:

That the Kiwanis International Board approves revisions to Procedure 305.1 – [Fees and Dues] Prior to Receiving Charter and Procedure 342.2 – [New Club Members] Enrollment Fee and, as shown below.

305 – FEES AND DUES 305.1 - Prior to Receiving Charter (Once revised, only the first portion of the first paragraph will remain in #305.1.) A. Membership Application and Fee: Before a new club may be organized and the charter presented, the required number of individuals shall have completed an application for membership and the club shall have paid a charter member fee the new member enrollment fee per person as defined elsewhere in procedures, which shall be $50 for Tier A clubs; $25 for Tier B clubs; and $15 for Tier C clubs. However, a club shall not be billed a charter fee for any reported former Key Club and Circle K club members. (10/90) (10/15) Proviso #1: Effective October 1, 2018, for clubs organized on or between January 1- September 30, payment of charter member fees shall also be considered payment of dues, subscription fees, and insurance for all charter members of the club for the following administrative year. This proviso shall apply for clubs formed on or between January 1, 2019 through September 30, 2021, and shall expire October 1, 2021. (10/18) Proviso #2: Effective October 1, 2021, Procedure 305.1.A shall read as follows: A. Membership Application and Prorated Dues: Before a new club may be organized and the charter presented, the required number of individuals shall have completed an application for membership and the club shall have paid prorated

10 membership dues for each member per the schedule below. However, a club shall not be billed prorated dues for any reported former Key Club and Circle K club members. (10/90) (1/19)

First month of membership Percent of Tiered Dues Amount October, November, December 100% January 90% February 80% March 70% April 60% May 50% June 40% July 30% August 20% September 10%

For clubs organized on or between January 1-September 30, payment of the appropriate prorated dues by charter members shall also be considered payment of dues, subscription fees, and insurance for those members for the following administrative year. (4/19)

342 - NEW CLUB MEMBERS (1/13) 342.2 –Enrollment Fee (4/13) An enrollment fee shall be charged for each new club member of a club, including new clubs, to defray administrative costs in the amount of US$50 for Tier A clubs in North America and $42 for Tier A clubs outside of North America. However, clubs outside of North America below Tier A shall pay charter member fees of US$25 for Tier B clubs and US$15 for Tier C clubs. (10/90) (4/13)

The new member enrollment fee is waived for: charter members of new Kiwanis clubs; Kiwanis club members who, within a six-month period, join another Kiwanis club; and former Key Club or Circle K club members. The fee is not waived when a member who has been deleted is then re-added by the same club, except when annual dues have been paid for that member for the period in which the member rejoins. (10/90) (4/14)

11 Proviso #1: Effective October 1, 2018, for new clubs organized on or between January 1-September 30, payment of the member enrollment fees for members who join the club after chartering but by September 30 of the same administrative year shall also be considered payment of dues, subscription fees, and insurance for all members of the club for the following administrative year. This proviso shall apply for clubs formed on or between January 1, 2019 through September 30, 2021 and shall expire October 1, 2021. It shall apply only to new members added to such clubs after the initial charter but by September 30 of the same administrative year. (10/18)

Proviso #2: Effective October 1, 2021, Procedure 342.2 shall read as follows: Prorated membership dues, magazine subscription fee, and insurance fees shall be charged for each new club member of a club, including new clubs, to defray administrative costs, per the schedule below. (10/90) (1/19)

Prorated dues, magazine, and insurance are waived for: Kiwanis club members who join another Kiwanis club within a six-month period during the same administrative year and for former Key Club or Circle K club members. (10/90) (1/19)

First month of membership Percent of Tiered Dues Amount October, November, December 100% January 90% February 80% March 70% April 60% May 50% June 40% July 30% August 20% September 10%

KIWANIS ASIA-PACIFIC MATCHING GRANT REQUEST – TAIWAN DISTRICT

Upon recommendation of the Board Committee on Membership, it was moved and adopted:

That the Kiwanis International Board approves the matching grant request from the Taiwan District in the amount of US$30,000 for growth efforts within the district.

KIWANIS ASIA-PACIFIC MATCHING GRANT REQUEST – PHILIPPINE SOUTH DISTRICT

Upon recommendation of the Board Committee on Membership, it was moved and adopted:

That the Kiwanis International Board approves the matching grant request from the Philippine South District in the amount of US$10,000 for growth efforts within the district.

FLORIDA DISTRICT REQUEST TO ATTACH PUERTO RICO CLUB

Upon recommendation of the Board Committee on Membership, it was moved and adopted:

That the Kiwanis International Board approves the attachment of the Kiwanis Club of Puerto Rico, Borinquen, as well as any subsequent clubs that may be opened in Puerto Rico, to the Florida District.

This completed the Report of the Board Committee on Membership.

REPORT OF BOARD COMMITTEE ON LEADERSHIP DEVELOPMENT AND EDUCATION

The Report of the 2019-20 Board Committee on Leadership Development and Education, Arthur N. Riley, Chair, was presented. (Tab 16)

KIWANIS LEADERSHIP INITIATIVE FUNDING

Upon recommendation of the Board Committee on Leadership Development and Education, it was moved and adopted:

That the Kiwanis International Board approves an initial budget to launch the first phase of the leadership initiative in the amount of US$185,000.

LEADERSHIP ADVISORY TASK FORCE

Upon recommendation of the Board Committee on Leadership Development and Education, it was moved and adopted:

That the Kiwanis International Board approves the creation of a Leadership Advisory Task Force to assist with the evaluation of current leadership roles and education. The leadership advisory task force is divided into three teams:

Leadership Advisory Task Force

Chair: Marcel Kreienbühl, Switzerland-Liechtenstein District

This committee will be composed of three teams. The role of the Chair is to make sure all teams work toward the strategic plan goals; monitor and encourage each team to keep progressing on their assignments with innovative approaches that are adaptable to all Kiwanis languages and cultures and to report regularly; and share a report from each team at each K.I. Board meeting (along with personal comments, if desired).

Leadership Roles and Education Team

The role of this team is to examine all officer roles, job descriptions, and responsibilities at each level of the organization (club, division, district, region, international), evaluate their corresponding educational offerings, and provide recommendations for changes and improvements.

• Chair: Donna Parton, Florida District • Sue Petrisin, Michigan District • George Cadman, Pacific Northwest District • Peter Hertl, Austria District • Maria Lean Sim Chee, Malaysia District

Governance Structure and Delivery Team

The role of this team is to examine the district and regional governance structures to identify inefficiencies, redundancies, and opportunities for improvement. • Chair: Jeff Wolfe, Capital District • Dave Curry, Montana District • Janice Hyde, Australia District • Maurizio di Profio, Italy-San Marino District

Visionary Leadership Team

The role of this team is to envision leadership development and innovative educational opportunities to meet the future needs of the organization and its members, including electronic media and potential partners. Additionally: suggest topics, formats, and methods of developing a Kiwanis University program for initial presentation at the 2021 KI Convention in SLC.

14 • Chair: Josh Hiscock, Capital District • Matthew Cantrall, Florida District • Ronald Hill, Missouri-Arkansas District • Jane Erickson, Nebraska-Iowa District • Victor Rayco, Philippine Luzon District

This completed the Report of the Board Committee on Leadership Development and Education.

REPORT OF BOARD COMMITTEE ON PUBLIC RELATIONS, IMAGE AND MARKETING

The Report of the 2019-20 Board Committee on Public Relations, Image and Marketing, Ernest Schmid, Chair, was presented. (Tab 17)

KIDS NEED KIWANIS 3.0 MEMBERSHIP CAMPAIGN

Upon recommendation of the Board Committee on Public Relations, Image and Marketing, it was moved and adopted:

That the Kiwanis International Board approves US$180,000 for the Kids Need Kiwanis 3.0 digital membership campaign for the 2019-20 year.

This completed the Report of the Board Committee on Public Relations, Image and Marketing.

REPORT OF THE BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

The Report of the 2019-20 Board Committee on Service and Partnerships, Richard G. Olmstead, Jr., was presented. (Tab 18)

READING IS FUNDAMENTAL AS A COMMUNITY PARTNER

Upon recommendation of the Board Committee on Service and Partnerships, it was moved and adopted:

That the Kiwanis International Board approves Reading is Fundamental as a Community Partner.

AMENDMENTS TO THE CIRCLE K INTERNATIONAL BYLAWS

Upon recommendation of the Board Committee on Service and Partnerships, it was moved and adopted:

That the Kiwanis International Board approves Amendments 2, 5, 6, 7, and 10 as adopted by the 2019 Circle K International House of Delegates as shown in Exhibit A.

Further, that the Kiwanis International Board approves Amendments 3, 4, and 8, adopted by the 2019 Circle K International House of Delegates but as further amended by the Kiwanis International Board to clarify the language, as shown below:

AMENDMENT 3

ARTICLE 7. MEMBERSHIP IN CLUBS Section 3. Dual Memberships.

AS ORIGINALLY ADOPTED BY THE HOUSE OF DELEGATES: A Circle K member shall be eligible for a dual-membership in Kiwanis following their graduation for the remainder of the Kiwanis fiscal year in which they graduated. Otherwise, no person shall be eligible for membership in a club who holds membership (other than honorary) in any other Circle K club, or other Kiwanis-family organization.

AS DIRECTED BY THE KIWANIS INTERNATIONAL BOARD (see bold text): A Circle K member shall be eligible for a dual-membership in a Kiwanis club(s) following their graduation for the remainder of the Circle K administrative year in which they graduated. Otherwise, no person shall be eligible for membership in a Circle K club who holds membership (other than honorary) in any other Circle K club, or other Kiwanis-family organization.

AMENDMENT 4

ARTICLE 9. DISCIPLINE, RESIGNATION, AND TERMINATION OF CLUBS Section 1. Club in Arrears.

16 suspended or revoked by action of the CKI Board of Trustees, providing that notice of said indebtedness shall have been duly sent by the Director of Circle K International to the president of said club. The CKI Board of Trustees may restore such club to membership upon payment of its indebtedness.

AS DIRECTED BY THE KIWANIS INTERNATIONAL BOARD (see bold text): Any member club more than thirty (30) days in arrears for any indebtedness to Circle K International, its district or its sponsoring Kiwanis club by December 1 of a given Circle K fiscal year shall be considered "not in good standing". If the club continues to be in arrears by February 1 of the same Circle K fiscal year, it will be suspended. If such club is still in arrears by the start of the next Circle K fiscal year, defined as October 1, it will be considered inactive. If this club still remains in arrears for one year following the date they were designated “inactive”, it and may have its charter and membership suspended or revoked by action of the CKI Board of Trustees, providing that notice of said indebtedness shall have been duly sent by the Director of Circle K International to the president of said club. The CKI Board of Trustees may restore such club to membership upon payment of its indebtedness.

AMENDMENT 8

ARTICLE 8. CLUB STRUCTURE Section 4. Faculty Advisor.

AS ORIGINALLY ADOPTED BY THE HOUSE OF DELEGATES: If the institution with which the Circle K club is affiliated requires a faculty/campus advisor or a club chooses to designate one, one shall be designated by the Circle K Board of Officers with approval from the school administration to advise and counsel the Circle K club, attend all meetings of the club, and ensure the club abides by the regulations of the school and all other local, state/provincial, and/or federal laws. If a faculty/campus advisor is not mandated by the institution and/or designated by the club, all communications from Circle K International will be sent to the Kiwanis Advisor as outlined above.

AS DIRECTED BY THE KIWANIS INTERNATIONAL BOARD (see bold text): If the institution with which the Circle K club is affiliated requires a faculty/campus advisor or a club chooses to have one, one shall be designated by the Circle K Board of Officers with approval from the school administration to advise and counsel the Circle K club, attend all meetings of the club, and ensure the club abides by the regulations of the school and all other local, state/provincial, and/or federal laws. If a faculty/campus advisor is not mandated by the institution and/or chosen by the club, all communications from Circle K International will be sent to the Kiwanis Advisor as outlined above.

17 CHANGES TO THE CIRCLE K INTERNATIONAL POLICY CODES

Upon recommendation of the Board Committee on Service and Partnerships, it was moved and adopted:

That the Kiwanis International Board approves Policy Change 3 (Policy M.1-M.4) as adopted by the 2019 Circle K International Council, as shown in Exhibit B.

Further, that the Kiwanis International Board approves Policy Change 2 (Policy K.1 and K.2), adopted by the 2019 Circle K International Council but as further amended by the Kiwanis International Board to clarify the language, as shown below:

AS ORIGINALLY ADOPTED BY THE CKI COUNCIL: Service administration shall be considered service hours up to one hundred (100) service hours per administrative year.

AS DIRECTED BY THE KIWANIS INTERNATIONAL BOARD: Policy K.2.c: A limit of 100 hours of service administration work per administrative year may be considered as service hours.

Further, that the Kiwanis International Board postpones consideration of Policy Changes 1 and 4 (Policy G.7 and Policy G.9, shown in Exhibit B) until the January Board meeting, pending clarifying language revisions by staff and further review.

DISSOLUTION OF THE K-CORPS PROGRAM

Upon recommendation of the Board Committee on Service and Partnerships, it was moved and adopted:

That the Kiwanis International Board approves dissolution of the K-Corps program and termination of the contract with PAX Laurasian Exchange, effective within 30 days of notification.

KIWANIS LICENSING PROGRAM

Upon recommendation of the Board Committee on Service and Partnerships, it was moved and failed:

That the Kiwanis International Board instructs Staff to revise the contract with Affinity Consultants to reduce Kiwanis International’s royalty share from seven percent to two percent, thus reducing the overall royalty from ten percent to five percent. (Motion FAILED)

This completed the Report of the Board Committee on Service and Partnerships.

18 OTHER BUSINESS

VACANCY IN IMMEDIATE PAST PRESIDENT

That, in accordance with the Kiwanis International Bylaws, the Kiwanis International Board acknowledges that Jim Rochford has consented to fill the vacancy in Immediate Past President and will continue to serve in that office for 2019-20.

NEXT BOARD MEETING – JANUARY 15-16, 2020

The next meeting of the Board of Trustees will be January 15-16, 2020, via GoToMeeting.

The meeting adjourned sine die on Friday, October 4, 2019, at 3:45 p.m.

TAB 01

REPORT OF THE KIWANIS INTERNATIONAL PRESIDENT TO THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES OCTOBER 2019

After the Kiwanis International Convention in Orlando, Florida, we traveled to Baltimore, Maryland to attend the Key Club International Convention. It was very interesting, and I was surprised and excited by the enthusiasm shown by all the attendees. I attended this convention with Bernard Altmann, lieutenant governor of my division, and his spouse. This was a very positive experience and perhaps will help expand Key Clubs in our own district and elsewhere in Europe.

During July, I also attended the KI officers training in Indianapolis. I was pleased to meet the newly elected KI trustees as well as see Vice President-designate Peter Mancuso, who was in my class of governors.

In August my wife and I attended the West Virginia District Convention. The district is very dynamic but needs support from KI to help reverse declining membership. It would be of benefit to invite younger members as the average age of the district’s current members is very high.

After spending a few days in the KI office, we visited Elizabeth, Indiana to participate in the Indiana District Convention. The district looks healthy and the current governor as well as the incoming governor were working very well. It was my honor to be the keynote speaker at this event.

Early this month I attended the Belgium-Luxembourg District Convention in Ghent. The governor-elect was present and for the first time, a vice-governor was elected. As usual, the convention was quite friendly and without great problems.

On September 18th I joined Member Service Center meetings in Ghent where I met the new director, Jan, and enjoyed seeing some of our executive staff members from Indianapolis.

Late this month, President-elect-designate Art Riley and I traveled to Manila, Philippines where we had the great honor to represent Kiwanis International at the burial of our president, Poly Lat. It was a very emotional time with several memorial stops during the burial process. Our thoughts are with Susan and the Lat family during this difficult time.

While in the Philippines we met with past KI president Ito Torres and several past governors. I must mention the wonderful support provided by Governor-elect Raymund Yap who welcomed us and arranged accommodations and transportation for our very busy itinerary.

Respectfully submitted,

Daniel Vigneron 2019-20 President

TAB 02

REPORT OF THE KIWANIS INTERNATIONAL PRESIDENT-ELECT TO THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES OCTOBER 2019

The Orlando Kiwanis Convention began a busy summer of planning, training, district visits and representing Kiwanis.

Planning: Planning began in Orlando with a breakfast meeting with Vice President designate Peter, and President designate Daniel during which we discussed ways of leading Kiwanis by building on each year’s success and not redirecting organization resources. Districts have endorsed this position and are excited about the priorities currently being considered.

Planning was also a major component of the KI and Kiwanis Children’s Fund (KCF) officer retreat in late July. Continuation of this forum can potentially strengthen Kiwanis.

Governor-elect training also demanded a lot of time. This training is essential as the organization moves to make districts the focal point of growth, service and training. These topics will be emphasized during the 3 ½ days of intense work November 6-10.

Also, planning over the past months have concentrated on the three major initiatives for Kiwanis: (1) a revised approach to growth in an effort to maintain the success of the past two years while increasing the Kiwanis capacity of new club openings and club counseling. This will be done by involving more Kiwanians in the process and documenting pathways to success, (2) an overdue project of enhancing the Key Club experience to be certain the Key Club is relevant to the needs of today’s youth, and (3) implementing a comprehensive Kiwanis plan to develop coordinated leadership training and education.

Each of these topics will be major discussion points during the October 2019 board meeting.

Training: Training of the newly elected trustees occurred in late July. This expanded format should prepare new trustees to be better prepared for their trustee role.

District Visits: District visits in August and September, included Montana, Utah-Idaho, Australia and New Zealand- South Pacific Districts. These visits reinforced the individuality of districts and also their varying needs. At the request of the districts I presented a “keynote” address, information of signature projects as well as presentations on my trip to Cambodia in support of the Eliminate effort.

Representing Kiwanis: We each represent Kiwanis in a variety of ways, and it was my honor to represent Kiwanis and Kiwanians at the funeral of President Poly. It is difficult to briefly explain the impact of our visit and the appreciation of the family.

A weakness we have that I believe needs addressing is that we are currently unable to quickly act on new opportunities that arise in between board meetings. When board approval is required before action is taken, a delay of up to several months is possible, and this can slow progress and discourage volunteer participation.

It has been a busy summer with the potential and endless opportunity for Kiwanis on the horizon.

Respectfully submitted,

Arthur Riley 2019-20 President-elect

TAB 03

REPORT OF THE KIWANIS INTERNATIONAL VICE PRESIDENT, REPRESENTATIVE TO THE KIWANIS CHILDREN’S FUND BOARD, AND CHAIR OF THE KIWANIS YOUTH PROGRAMS BOARD OF DIRECTORS OCTOBER 2019

I write this report the day after the untimely passing of President Poly, and he is very much on my mind. He brought many wonderful qualities to the presidency, but what I will most remember is how he faced the possibility of death with a joy for life. I will not forget the inspiring lesson he taught by example.

I have been very busy since my election, starting with a meeting with President-designate Daniel and President-elect-designate Art the next morning, which brought me up to speed on their discussions planning for the 2019-20 year. In mid-July, I participated as 2019-20 Kiwanis Youth Programs (KYP) Board Chair in 2018-19 KYP Board Chair Art’s conference call discussing the composition of the Key Club 2.0 committee. In late July, I participated in a well-run orientation in Indianapolis for our newly elected trustees. It was followed by a retreat for the incoming KI and Kiwanis Children’s Fund (KCF) officers, which provided a useful exchange of ideas and established common ground moving forward.

Following our own district convention in August, Karen and I attended the Carolinas District convention in Greenville, South Carolina, where we were warmly received. At the district’s invitation, I spoke at the closing session of my vision of the future of Kiwanis, offering an unvarnished set of views that I characterized as strictly my own. Preparing for it was a useful exercise, and one that I recommend to you.

In September, we had the pleasure of attending the Italy-San Marino District convention in Trapani, Sicily, the land of my paternal grandparents. The members were passionate in all respects – service, new club building, and publicly speaking their minds. As with the Carolinas District, the convention was well- attended and successful. In my remarks at both conventions, I emphasized as key points our strategic plan, membership growth, new club opening, Service Leadership Programs (SLPs), KCF and The Eliminate Project. I have also continued my monthly counseling telephone calls with my 2018-2019 governors.

In my new role as KYP Board Chair, I will participate in a regional conference for Key Club district administrators in Minneapolis one week before our KYP board meeting. There are several issues to be presented at our board meeting, which has been expanded in length to fully discuss them. We need to move forward with the Key Club 2.0 committee by approving its members. We need to consider whether the best interests of Kiwanis are served by having exactly the same board composition for KYP, where almost all of our liability is, and KI, where almost all of our assets are; and if not, what our better alternatives are. We need to discuss the actions taken at the Key Club International convention that are subject to our ratification, including the amendment of the Key Club pledge. If time permits, we will also get updates on our Key Leader, K-Kids and Builders Club programs.

This is an exciting time in Kiwanis, full of challenges and opportunities. It is up to all of us, working together, to face these challenges and shape our future. Our members are entitled to nothing less. I look forward to sharing with you in this work.

Yours in Kiwanis service,

Peter J. Mancuso 2019-20 Vice President & Chair, Kiwanis Youth Programs Board of Directors

Kiwanis International 3636 Woodview Trace Indianapolis, IN 46268 www.kiwanis.org

TAB 04

October 2019

Report of the Executive Director to the Boards of Trustees Kiwanis International and the Kiwanis Children’s Fund

As we gather at our Board meetings this month, we do so with an air of sadness at our loss. We all witnessed Poly’s statement from the stage at the business session in June announcing his full intent to complete his term on the Board of Trustees. He felt that God had put him there for a special purpose, and he intended to meet that challenge. Poly Lat brought a special spirit, enthusiasm and great sense of humor to Kiwanis. He wanted, above all else, to make sure Kiwanians had fun and those who accomplished great things received the recognition due them. I am sorry Poly did not finish his term on the Board, but I think we should be cognizant of the contributions he made, and that we can indeed work to continue his legacy of focusing on the fun and recognizing others while making a difference through our service.

And, only a few days after Poly’s passing, we received word that former KI Trustee Koshiro “Kit” Kitazato of Japan also lost his long battle with cancer. Kit served fours years as a Trustee, and he was one of the hardest working Board members with whom I’ve had the pleasure to work. In short, Kit was a true gentleman. Once again, I am thankful Kit was a part of our lives and made a significant contribution to serving the children of Japan and the world.

The Bylaws of Kiwanis International (Article XIX, Section 3), state:

“In the event of a vacancy in the office of Immediate Past President during the administrative year, the active member who served as President most recently prior to the Immediate Past President who is willing to assume the office shall automatically become the Immediate Past President.”

Jim Rochford has accepted this duty and will return to service on both Boards beginning with their respective meetings in October. Welcome back, Jim!

As we begin the 2019-20 year, we again have high expectations for our final membership numbers. The leading indicator is new clubs opened, and our new club number has closely tracked the number for the previous year (which was our best membership year in two decades). We will await final membership tallies following the October 10 reporting deadline.

The October meetings for the Boards of Trustees for Kiwanis International and the Kiwanis Children’s Fund are very important for several reasons.

First, we will be able to conduct final review and adoption of the strategic plan. We spent much of the previous year updating our plan, and I am very confident the final product will keep us focused on the strategic priorities that will keep us growing in membership and achieving our mission. A copy will be distributed prior to both Board’s retreats.

Second, we will spend an entire day of the Kiwanis International Board retreat talking about liability issues that face the organization today. The world around us has changed dramatically in the last decade, and we can’t afford to be complacent about potential risks and threats. As an organization that exists primarily to serve children and youth, we must be leading in this area. We have invited legal, insurance and youth protection experts to present on these issues. I expect some of our discussions will be difficult, but they are also necessary.

For the Kiwanis Children’s Fund, the realization that we cannot execute the expanded fundraising for the Children’s Fund while meeting our maternal and neonatal tetanus fulfillment goals came out of our budgetary planning. We’ve recommended that we prioritize the MNT work first during the 2019-20 year. The ongoing support of the US government through Congressional appropriation appears to be on track to continue into FY2020 for another US$2 million for MNT (and US$2.5 million for IDD).

Our planning work for our subsidiary in Europe continues, but has taken longer to get to a place where we have a firm recommendation for final approval. The good news is that we have determined there is likely a manner through which a donor can make a tax-deductible contribution in one European nation and be able to transfer the funds to our account in Belgium.

Over the summer, we have been working on a new plan to address our declining convention attendance over multiple decades. We plan to present this plan at the retreat for implementation in Indianapolis.

We have been working on some significant changes in our office building. These include:

▪ We will be taking steps to ensure a safer office building to be prepared should we ever experience a workplace violence incident. We have engaged an outside consultant who has made some recommendations that we will implement over the coming months.

▪ We plan to replace carpet and upgrade some of the worn walls and fixtures before next June’s Kiwanis International convention in Indianapolis. We recently replaced the windows on the south side of the building as several had cracked and almost all had broken seals. We anticipate hundreds (or thousands) of visitors will take tours of the office.

▪ We also plan to replace the existing water drinking fountains with fillable water stations, coupled with ending the practice of providing beverages in plastic bottles at meetings we host.

Finally,

There are several staffing updates I’d like to share with you.

▪ Eric Van Gendt is retiring as director our Member Service Center in Belgium, and Jan Boen has been hired as his successor.

▪ Christina Hale has announced her departure from Kiwanis International. She will be a candidate for the US House of Representatives in 2020, and she has agreed to transition out of her role leading our Kiwanis Youth Programs following the October Board meetings. A search has begun for her replacement.

▪ David Kress is our new Kiwanis general counsel and is moving quickly up the steep Kiwanis learning curve. He is already a significant contributor to our staff team’s handling of legal, policy, contracting and other related matters.

▪ Jameson Root will move from the KYP chief programs officer position to lead our special projects for the new leadership/education initiative as well as Key Club 2.0. The first year of both projects will largely be around data collection, assessment, evaluation, and the volunteer committee engagement to support both.

This is a great time to be a Kiwanis leader. Thank you for serving.

Respectfully submitted,

Stan D. Soderstrom Executive Director

September 27, 2019

TAB 05

KEY CLUB INTERNATIONAL BOARD COUNSELOR REPORT TO THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES OCTOBER 2019

The Key Club International Board has been working hard at setting goals, organizing tasks, and establishing lines of communication since taking office at the Baltimore International Convention in July. Board members have been busy establishing their relationships with their respective district governors. An aggressive schedule of conference call committee meetings has been established.

The International Opportunities Committee has been exploring options and tools for expanding Key Club into new countries.

The Board has spent considerable time in the past few weeks organizing relief resources for the Bahamas in the aftermath of Hurricane Dorian.

With the school year just begun, most efforts are still in the formative stages, but I anticipate a much more expansive report for the January board meeting.

Respectfully Submitted,

George R. Delisle 2019-20 Board Counselor for Key Club International

TAB 06 CIRCLE K INTERNATIONAL BOARD COUNSELOR REPORT TO THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES OCTOBER 2019

I attended the Governors and Administrators Training Conference (GATC) April 11-14 in Indianapolis. GATC was an opportunity for me to meet the new CKI Governors and the district administrators. GATC also enabled me to become more familiar with CKI and the inner workings of the organization. David and I attended several sessions at the Circle K International Convention, June 26-29 in Orlando. It was a successful convention, where the attendance numbers exceeded their goal. I had the pleasure of installing the 2019-20 CKI Board.

Title First Last District Club President Billy Hackett Florida University of Florida Vice President Sara Al-Midany Southwest University of New Mexico Trustee Tana Early Alabama University of Alabama Trustee Racheal Fairley Alabama The University of Alabama at Birmingham Trustee Chelsie Higdon Carolinas Western Carolina University Trustee Maria Landron Florida Palm Beach Atlantic University Trustee Jose Leoncio Capital American University Trustee Hannah Negray Florida University of Central Florida Cal-Nev- Trustee Don Nguyen Ha UC Irvine Trustee Steve Shaw Carolinas Duke University

The CKI Board training was held July 25-28 in Indianapolis. It was a great time of bonding, fun and working hard on the goals and plans for CKI. The board did an amazing job of determining the goals and establishing an action plan for each goal. Staff did an awesome job of guiding the group, while at the same time allowing them to be creative and student led.

The first board meeting of the 2019-20 CKI Board took place at the conclusion of the board training. CKI President Billy Hackett presided over the meeting very efficiently. I was impressed with the board’s focus and professionalism in conducting their first board meeting.

Goals for the 2019-20 year: • Membership Growth: 10% increase by CKIx20 • Number of Active Clubs: 10% increase by CKIx20 • Service Hours: Average 20 service hours per member this year • WASH: Raise US$48,000 USD this year as part of our commitment to UNICEF • CKIx: Attract 430 members to CKIx20 in Las Vegas

A board meeting/CKI Week planning was held (through Zoom) on August 28. Topics were CKI Week and assignments to board members to suggest edits for the Club Building Manual and the District Officer guide. President Billy is an excellent communicator and keeps his board members well informed and updated. Several of the other board members as well are doing a good job staying in touch and communicating with their assigned districts.

Planned Events and dates:

October 1-31: Trick-Or-Treat for UNICEF October 14-19: CKI Week October 26: Kiwanis One Day

Encourage your clubs to take part in as many of these events as possible as we continue to bridge the gap between Kiwanis and CKI.

I would like to thank Chuck Gugliuzza, 2018-19 CKI board counselor, for his guidance and input as I begin this new role. As well as a big thanks to staff for answering my many questions.

Respectfully submitted,

Katrina Baranko CKI Board Counselor 2019-20

TAB 07 TABLE OF CONTENTS MINUTES OF THE MEETING OF KIWANIS INTERNATIONAL BOARD OF TRUSTEES June 26, 2019

TAB REPORT OF THE PRESIDENT------1 01 REPORT OF THE PRESIDENT-ELECT ------1 02 REPORT OF THE VICE PRESIDENT ------1 03 REPORT OF THE EXECUTIVE DIRECTOR ------1 04 REPORT OF THE BOARD COUNSELOR TO CIRCLE K INTERNATIONAL ------1 05 REPORT OF THE BOARD COUNSELOR TO KEY CLUB INTERNATIONAL ------1 06 APPROVAL OF APRIL 24-28, 2019 MINUTES------2 07 2019-20 KIWANIS INTERNATIONAL COMMITTEE REVISIONS ------2 08 2019-20 KIWANIS INTERNATIONAL BOARD COMMITTEES ------2 09 2019-20 KIWANIS INTERNATIONAL BOARD COUNSELOR ASSIGNMENTS ------2 10 REPORT OF THE BOARD COMMITTEE ON AUDIT AND FINANCE ------2 11 2019-20 BUDGET FOR KIWANIS INTERNATIONAL ------2 2019-20 BUDGET FOR CIRCLE K INTERNATIONAL ------3 REPORT OF BOARD COMMITTEE ON MEMBERSHIP AND EDUCATION------3 12 SUBCOMMITTEE RECOMMENDATION ON NEW STAFF FOR CLUB OPENING EVENTS ------3 SUBCOMMITTEE RECOMMENDATION ON CLUB OPENING SPECIALIST ------3 GROWTH AND EDUCATION OPPORTUNITIES IN AFRICA ------3 DISTRICT STATUS FOR NEPAL ------4 ADMINISTRATIVE ACTION REPORT ------4 NEW BUSINESS ------4 CLUB OPENING INCENTIVE PROGRAM ------4 CLOSED SESSION ------4 NEXT BOARD MEETING – SEPTEMBER 30-OCTOBER 5, 2019 ------4

MINUTES OF THE

MEETING OF THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES

June 26, 2019

The meeting of the Board of Trustees of Kiwanis International convened at Walt Disney World, Florida, USA, June 26, 2019. Those present were: Florencio C. “Poly” Lat, President; James M. “Jim” Rochford, Immediate Past President; Daniel Vigneron, President-Elect; Arthur N. “Art” Riley, Vice President; Stan D. Soderstrom, Executive Director; Trustees Katrina J. Baranko, Greg Beard, Chian Chu-Ching, M.A. “Fred” Dietze, George R. Delisle, Elio Garozzo, Charles “Chuck” Gugliuzza, Tony Gunn, Peter J. Mancuso, Richard G. “Dick” Olmstead, Jr. Paul Inge Paulsen, Ernest Schmid, Sam Sekhon, Ronald E. “Ron” Smith, and Bert West. Guests: George E. H. Cadman, Q.C., President, Kiwanis Children’s Fund; Peter Zander, Chair, Kiwanis Asia- Pacific; Óskar Guðjónsson, President, Kiwanis International-European Federation.

The meeting was called to order by President Florencio C. “Poly” Lat on Wednesday, June 26, 2019 at 10:00 a.m. in Walt Disney World, Florida, USA.

The following reports were received:

REPORT OF THE PRESIDENT The Report of the President, Florencio C. “Poly” Lat, is attached as Tab 01.

REPORT OF THE PRESIDENT-ELECT The Report of the President-Elect, Daniel Vigneron, is attached as Tab 02.

REPORT OF THE VICE PRESIDENT The Report of the Vice President, Arthur N. “Art” Riley, is attached as Tab 03.

REPORT OF THE EXECUTIVE DIRECTOR The Report of the Executive Director, Stan D. Soderstrom, is attached as Tab 04.

REPORT OF THE BOARD COUNSELOR TO CIRCLE K INTERNATIONAL The Report of the Board Counselor to Circle K International, Chuck Gugliuzza, is attached as Tab 05.

REPORT OF THE BOARD COUNSELOR TO KEY CLUB INTERNATIONAL The Report of the Board Counselor to Key Club International, Richard G. “Dick” Olmstead, Jr., is attached as Tab 06.

GENERAL CONSENT ITEMS

Without objection, the following recommendations were adopted:

APPROVAL OF APRIL 24-28, 2019 MINUTES

That the Kiwanis International Board approves the minutes of the Board meeting held April 24-28, 2019, in Indianapolis, Indiana, USA, as shown in Tab 07.

2019-20 KIWANIS INTERNATIONAL COMMITTEE REVISIONS

That the Kiwanis International Board approves the revised 2019-20 Kiwanis International Committees as shown in Tab 08.

2019-20 KIWANIS INTERNATIONAL BOARD COMMITTEES

That the Kiwanis International Board approves the 2019-20 Board Committees as shown in Tab 09.

2019-20 KIWANIS INTERNATIONAL BOARD COUNSELOR ASSIGNMENTS

That the Kiwanis International Board approves the 2019-20 Board Counselor assignments to districts as shown in Tab 10.

REPORT OF THE BOARD COMMITTEE ON AUDIT AND FINANCE

The Report of the 2018-19 Board Committee on Audit and Finance, Peter J. Mancuso, Chair, was presented. (Tab 11)

2019-20 BUDGET FOR KIWANIS INTERNATIONAL

Upon recommendation of the Board Committee on Audit and Finance, it was moved and adopted:

That the Kiwanis International Board approves the 2019-20 budgets for Kiwanis International for an overall deficit for all funds of US$1,590,790.

2019-20 BUDGET FOR CIRCLE K INTERNATIONAL

Upon recommendation of the Board Committee on Audit and Finance, it was moved and adopted:

That the Kiwanis International Board approves the 2019-20 budget for Circle K International with a Kiwanis International subsidy of US$297,145; for a total surplus of US$21,614.

This completed the Report of the Board Committee on Audit and Finance.

REPORT OF BOARD COMMITTEE ON MEMBERSHIP AND EDUCATION

The Report of the 2018-19 Board Committee on Membership and Education, James M. “Jim” Rochford, Chair, was presented. (Tab 12)

SUBCOMMITTEE RECOMMENDATION ON NEW STAFF FOR CLUB OPENING EVENTS

Upon recommendation of the Board Committee on Membership and Education, it was moved and adopted:

That the Kiwanis International Board authorizes the Executive Director to hire up to four people on a contract basis to make appointments for club opening events. Their initial engagement should be limited to a one-year trial period to allow time to evaluate effectiveness.

SUBCOMMITTEE RECOMMENDATION ON CLUB OPENING SPECIALIST

Upon recommendation of the Board Committee on Membership and Education, it was moved, considered and failed:

That the Kiwanis International Board recommends to the Executive Director that the current staff position of Area Director be redefined to that of a Club Opening Specialist. (Motion FAILED)

GROWTH AND EDUCATION OPPORTUNITIES IN AFRICA

Upon recommendation of the Board Committee on Membership and Education, it was moved and adopted:

That the Kiwanis International Board approves US$40,000 to fund an education conference for the presidents of all clubs in African countries and US$30,000 to fund targeted club growth initiatives in Kenya, Morocco, Namibia, South Africa, Tanzania and Zambia during the 2019-20 year. Further, the Board approves discontinuing the affiliate

3 club model of charging US$200 annual dues for African clubs and directs them to begin paying dues at their appropriate tier as of the 2019-20 administrative year.

DISTRICT STATUS FOR NEPAL

Upon recommendation of the Board Committee on Membership and Education, it was moved and adopted:

That the Kiwanis International Board approves district status for the Nepal Provisional District.

ADMINISTRATIVE ACTION REPORT

Upon recommendation of the Board Committee on Membership and Education, it was moved and adopted:

That the Kiwanis International Board approves the Administrative Action Report as shown in Exhibit A.

This completed the Report of the Board Committee on Membership and Education.

NEW BUSINESS

CLUB OPENING INCENTIVE PROGRAM

That the Kiwanis International Board approves a new club opening incentive program wherein districts worldwide will receive US$300 for each new club organized, up to the first 350 clubs, beginning September 1, 2019. Districts are to put this money in a special fund to be used to assist clubs with membership growth and retention.

CLOSED SESSION

The Kiwanis International Board conducted a closed session where Executive Director Stan Soderstrom presented the matter of the Kiwanis Vocational Home in the Pacific Northwest District.

NEXT BOARD MEETING – SEPTEMBER 30-OCTOBER 5, 2019

The next meeting of the Board of Trustees will be September 30-October 5, 2019, held in Indianapolis, Indiana, USA.

The meeting adjourned sine die on Wednesday, June 26, 2019 at 12:30 p.m.

4 TAB 08

EMAIL BALLOT BY THE KIWANIS INTERNATIONAL BOARD OF TRUSTEES July 18, 2019

The following email ballot was sent to the 2019-20 Kiwanis International Board on Thursday, July 11, 2019, with responses due by Monday, July 22, 2019. All responses were received by July 18 from: Daniel Vigneron, President; Florencio C. “Poly” Lat, Immediate Past President; Arthur N. “Art” Riley, President-Elect; Peter J. Mancuso, Vice President; Trustees Katrina J. Baranko, Gunnsteinn Björnsson, Greg Beard, Gary Cooper, George R. Delisle, Elio Garozzo, Charles “Chuck” Gugliuzza, Tony Gunn, David W. “Dave” Hurrelbrink, Richard G. “Dick” Olmstead, Jr., Ernest Schmid, Sam Sekhon, Ronald E. “Ron” Smith, and Cathy Szymanski. All votes received were in favor of the appointment of “George” Chu-Ching Chian as Kiwanis International Trustee for 2019-20. This action will be ratified by the Kiwanis International Board at its next meeting October 5, 2019.

KIWANIS INTERNATIONAL BOARD VACANCY – KIWANIS ASIA-PACIFIC REGION

Teh Cheng Lian from the Malaysia District was elected by the Asia-Pacific Region as one of its designated trustees on the Kiwanis International Board for a three-year term beginning October 1, 2019. Lian was elected at the 2019 Kiwanis Asia-Pacific Convention in March 2019, but passed away on June 26th.

Per the K.I. Bylaws, key points to filling this vacancy are as follows: • The Kiwanis International Board-designate (that is: Board members for 2019-20) have the authority and responsibility to fill the vacancy for the first year of the term. • The Asia-Pacific Region has no formal role in the Board’s appointment to fill the first year of the term. • The member appointed by the Board must be qualified – that is: 1) must be from a district in the Asia-Pacific Region, excluding Australia and Philippine Luzon; 2) must have previously served as a district governor; and 3) must have a clear criminal history background check conducted and verified by Kiwanis International. • District endorsement is not required for Board appointment to fill a vacancy. • The member appointed by the Board will serve October 1, 2019 to September 30, 2020. The Asia-Pacific Region will then elect someone at its 2020 convention to fill the remaining term October 1, 2020 to September 30, 2022.

President-designate Daniel Vigneron recommends that “George” Chu-Ching Chian from the Taiwan District be appointed to fill the initial one-year vacancy, October 1, 2019 to September 30, 2020. George is currently serving the final year of his original term, but the bylaws allow that he may be appointed to serve another year.

BALLOT: ____ I FAVOR appointing “George” Chu-Ching Chian as Kiwanis International Trustee from October 1, 2019 to September 30, 2020.

____ I OPPOSE appointing “George” Chu-Ching Chian as Kiwanis International Trustee from October 1, 2019 to September 30, 2020. Name:______Signature:______Date: ______

Please indicate your vote, sign, date and return (via email) your marked ballot to the attention of Denise Parker ([email protected]) by no later than July 22, 2019.

TAB 09 REPORT OF THE COMMITTEE OF PAST INTERNATIONAL PRESIDENTS TO THE MEETING OF THE BOARD OF TRUSTEES

Date of Wednesday, June 26, 2019 Committee Meeting: Place of Coronado Springs Resort, Walt Disney World – Orlando, FL, USA Committee Meeting: Members Wil Blechman, M.D; Nettles L. Brown; John R. Button M.D.; Gerald P. Present: Christiano; David A. Curry; Thomas E. DeJulio; Jane M. Erickson; William L. Lieber; Robert L. Moore; Sylvester Neal; Paul G. Palazzolo; Alan Penn; Alex Bo Shafer; Juan F. Torres Jr, M.D; Nelson Tucker; Case Van Kleef

Apologies: Ian Perdriau, AM

Members Glen M. Bagnell C.M.; Donald R. Canaday; Brian G. Cunat; Frank J. DiNoto; Absent: Gunter Gasser; Anton J. Kaiser; Raymond W. Lansford; Gene R. Overholt; Stephen K. Siemens; Eyjolfur Sigurdsson Chairman: Susan A. Petrisin

Others: KI President-elect, Daniel Vigneron; KI Vice President, Art Riley; KCF President, George Cadman; Pat Cooney, Chair of the Task Force on Governing Documents

Staff Liaison: Jeff Oatess

Chairman Petrisin called the meeting of the Committee of Past International Presidents to order.

Updates on KI Staff

Jeff Oatess provided an overview of Kiwanis International staff transitions. Of note, Virginia “Ginger” Fontan is the new Director of Operations for administration, facilities and human resources replacing long-time employee Lisa Heindricks.

With the increasing focus on youth protection and compliance as well as risk management, two new positions were developed to provide dedicated focus on these areas. Stu Peterson is the new Corporate Risk Officer and Michelle Study-Campbell is the new Youth Protection Manager.

Since November of 2018, three Club Opening Specialists were hired to support the opening of new clubs - Alan Guire, Jay Hubbard and Rogena Woods Mitchell have joined Kendra Skidmore as a part of the team assisting club opening volunteers and districts in the opening of Kiwanis clubs globally.

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The current total staff count for Kiwanis International, including the office in Belgium and the Kiwanis Children’s Fund, is about 120 employees

A full listing of staff hires and departures since June of 2018 was shared with the committee members in attendance.

Strategic Plan

The committee reviewed the Kiwanis International Strategic Plan. Each year the Kiwanis International Board re-anchors its focus to the Strategic Plan. In October 2019 the Board will meet to review the plan and make any updates or changes to the plan for the coming years.

Discussion focused on the Leadership and Education Objectives and how there was an increased need in this area as Kiwanis ages. Committee members discussed how district committees were often a committee of one; district and international comittees often did not have deliverables and a lack of strategy.

Membership

The re-focus on membership continues, as it has since the investment in The Formula. During the previous administrative year 411 new clubs were opened, the second highest in Kiwanis’ 104 year history. Discussion focused on the number of clubs being opened and the perceived lack of attention that clubs that are struggling are experiencing. The opening of new clubs has been a positive infleunce in that it has brought Kiwanis to many new communities, and has introduced our mission to many more prospective members. The competition for Kiwanis members is not other service organizations, it is time.

Questions about who is counseling these new clubs and supporting them throughout their time as a young club was raised. Each club is assigned at least one club counselor and new clubs have at least two members from the sponsoring club as a support system.

Data shows that 13% of our membership has invited someone to join Kiwanis. Kiwanis International has approximately 2,500 dual membership members, 90% of which belong to only one other club.

Staff shared the budgets that had been approved by the Kiwanis International Boards in support of The Formula and new membership growth. Total funds spent on The Formula were approximately US$3,764,000.

The current plan and budget for the coming year continues to involve and support volunteer and staff club opening events.

Kiwanis Children’s Fund

President George Cadman provided an update on the Kiwanis Children’s Fund (KCF). He shared that the KCF Board was engaged in the strategic plan and was working in partnership with the Kiwanis International Board. The KCF established a revenue target of USD US$2.1M for 2018-19.

Club giving, as of May 2019, was slightly behind while individual giving was ahead of projections. Work continues on providing district and regional chairs, as well as ambassadors, the necessary education materials to be able to deliver a program supporting the KCF. The restructuring of

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international agreements for the Jamaica Foundation, Kiwanis Funds of Canada and Japan has started so that the donors are able to designate the funds as they see fit while meeting any regulatory requirements for the appropriate government agency.

A promotion, “All In For Kids” was introduced in Las Vegas in 2018 raised approximaetely US$350K. The campaign will continue during the Orlando convention.

The KCF continues to provide grants back to districts that meet their annual fund goals that can be used in their district. Grants average between 5 and 5% of the total funds raised in the district.

Questions were raised by committee members about the status of The Eliminate Project. President Cadman stated KCF staff and volunteers continue to collect pledges in support of fulfilling our commitment. The staff are working with districts who have outstanding pledges. Additionally, there are individuals who continue to donate to the program. It was suggested that clubs receive additional training and/or new presentations to be able to speak on the program. There are also new clubs who have been opened in the past couple of years who need the basic introduction to The Eliminate Project. It’s on all of us to assist in raising the necessary funds to meet our obligation to the children of the world.

President-Elect Daniel Vigneron

President-Elect Daniel provided an update on plans for the 2019-20 administrative year. He is working in partnership with Vice President Art Riley for a unified focus for Kiwanis through the following administration(s). They will include their successor, now Peter Mancuso, into that planning.

An amplified focus will be on clubs that are not in good standing as well as the opening of new clubs. His theme “Res No Verba”, “Action Not Only Words” will serve as the basis for year.

Vice President Art Riley

Vice President Riley provided an overview of the work he was doing in preparation for his leadership years. He echoed President-Elect Daniel’s remarks about the partnership and working together for the betterment of Kiwanis International. As chair of the Kiwanis Youth Programs Board, Art has spent time working with the Key Club International Board as well as the Key Club District Administrators who have felt that they haven’t had the support needed for their roles.

Training for governors-elect is being reviewed and refocused to provide the critical information needed to be a governor. Art is serving as chair of the International Committee on Leadership Education, having been appointed by Daniel, to evaluate all the educational opportunities available to our membership. One concern raised by the past international presidents is the lack of focus being provided for new club officers and leadership at the club level.

Review of other organizations past international presidents role

Jeff Oatess gathered information from our peer organizations on the role of their past international presidents. While varied, this information is valuable as the Kiwanis International past international presidents review and look at our role within Kiwanis International.

A question was raised as to whether the role of the committee should have more specificity within the Kiwanis International Bylaws. There was no final recommendation.

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Discussion was held on the role of past international presidents in Kiwanis International elections. The committee has had a rule, since 2003, that it’s members abide by with regard to to involvement in elections and stand by that agreement.

Motion: The members of the Past Prestidents Committee re-commit to their agreement with respect to elections which states that - members of the Committee of Past International Presidents shall not participate in the promotion of candidates for contested international offces except for candidates from the Past President’s home district. Campaign literature shall not contain the title , “Past International President”. No Past International President shall nominate nor second the nomination of any candidate for a contested office.

This motion was passed unanimously by those in attendance.

Joint meeting with the Kiwanis International Board

President-Elect Daniel Vigneron and Vice President Art Riley joined the past international presidents and the 2018-19 Kiwanis International Board for a joint meeting. Discussion was focused on the future of the Kiwanis Children’s Fund and The Eliminate Project, membership and the low convention attendee numbers (2,523) for this convention.

Task Force on Governing Documents

Pat Cooney, Chair of the Task Force on Governing Documents provided an overview of the work of the committee and the resulting document. He asked the past international presidents to review the document and provide feedback to Diana O’Brien and Pat Cooney by July 31, 2019.

Respectfully Submitted,

Sue Petrisin 2015-16 President Kiwanis International

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2019-20 Kiwanis International Committees Tab 10 Updated as of November 12, 2019

GENERAL INFORMATION (applies to most committees) General Information: Each year, the President-elect appoints Kiwanis International Committees, either to support the strategic plan or as required by K.I. governing documents. Committees work with their designated Staff liaison to accomplish their assigned tasks and goals. Meetings are conducted electronically via email, Skype, conference calls, etc. (Staff assist with meeting methods, as needed.) Committees should report regularly to the Kiwanis International Board via their designated Board committee on the schedule listed below. Reports should include committee activity and progress as well as recommendations (if any). • January 1: Initial report to the K.I. Board (Board meets mid-January) • April 1: Mid-year report to the K.I. Board (Board meets mid-April) • Sept. 1: Year-end report to the K.I. Board (Board meets first of Oct.)

STRATEGIC PLAN PRIORITY: MEMBERSHIP AND ENGAGEMENT Membership Duties: To ensure continued growth of the organization; to increase the number of volunteers involved in club growth; to help focus districts primarily on club growth; and to monitor and coordinate the efforts of all Membership subcommittees. Staff Liaison: Chris Martz. Reports to: Membership Board Committee CHAIR: Kathleen Moylan Patrick Ewing Dennis Baugh Anna Wu Chris Cole Lolita Salazar Lee Kuan Yong Patti Barsotti Pacific Northwest Pacific Northwest Capital Cal-Nev-Ha New Zeal-S.Pac. Philippine Luzon Malaysia Cal-Nev-Ha (Subcommittee (Subcommittee Team (Subcommittee (Subcommittee (Asia-Pacific (Asia-Pacific (Asia-Pacific Team Leader) Leader) Team Leader) Team Leader) Region) Region) Region) Johan Henderix Falleta Barrera Jacques Geuther Helmut Behran Katrina Baranka Sam Sekhon Bel-Lux Panama France-Monaco Austria Georgia Western Canada (Europe Region) (Latin Amer. Region) (Africa Region) (Africa Region) (K.I. Board Liaison) (K.I. Board Liaison) Membership Subcommittee on New Club Openings Duties: To create a new club opening template and tools for use by districts in North America and then assist districts with establishing implementation. Staff Liaison: Chris Martz. Reports to: International Committee on Membership TEAM LEADER: Larry Memmer, Phil Rossy Jan Maxwell Patrick Schibi Matt Wise John Morris

2019-20 Kiwanis International Committees Updated as of November 12, 2019

Kathleen Moylen Michigan E.C.& C. Kansas Tx-Ok Pennsylvania Capital Pacific Northwest (Midwest USA and (Midwest USA and (Central USA) (Central USA) (Northeast USA ) (Northeast USA ) EC&C) EC&C) Juanita Edwards Todd Smith Roland Sabourin Rocci Barsotti Georgia Florida W. Canada Cal-Nev-Ha (Southeast USA ) (Southeast USA ) (West USA and W. (West USA and W. Canada) Canada ) Membership Subcommittee on Club Strengthening Duties: To create a process and tools for assisting North American clubs under charter strength to return to at least charter strength or more and then assist districts with establishing implementation. Staff Liaison: Chris Martz. Reports to: International Committee on Membership TEAM LEADER: Alan Arbuckle Kim Champagne Gayla Bartlett Mary Jo Brubaker Karin Church Patrick Ewing Illinois-E.Iowa Louis-Miss-W.Tn. New Engl & Carolinas Southwest Pacific Northwest (Midwest USA and (Central USA) Bermuda (Southeast USA ) (West USA and W. EC&C) (Northeast USA ) Canada) Membership Subcommittee on Young Club Counseling Duties: To create a process and tools for counseling North American clubs under three years old to make sure they have a strong start and then assist districts with establishing implementation. Staff Liaison: Chris Martz. Reports to: International Committee on Membership TEAM LEADER: Sue Devon Tim Sheppard Jim Janosik Dewey Smith Dave Schmitt Dennis Baugh Michigan Rocky Mountain Ohio Georgia Cal-Nev-Ha Capital (Midwest USA and (Central USA) (Northeast USA ) (Southeast USA ) (West USA and W. EC&C) Canada) Membership Subcommittee on Innovative Approaches to Attracting Younger Members Duties: To recommend ways for clubs to identify, invite, and involve adults under age 50 as active members of both traditional and non- traditional Kiwanis clubs in North America and then assist districts with regularly encouraging these methods. Staff Liaison: Chris Martz (and…?). Reports to: International Committee on Membership TEAM LEADER: Elyse Denorfia Alec Macaulay Jon Cano Courtney Taylor Jason Miller Anna Wu New Engl & Carolinas Texas-Okla. Texas-Okla. Ohio Cal-Nev-Ha Bermuda

Page 2 2019-20 Kiwanis International Committees Updated as of November 12, 2019

STRATEGIC PLAN PRIORITY: LEADERSHIP AND EDUCATION Leadership Advisory Task Force Duties: This task force will monitor and encourage each team to keep progressing on their assignments with innovative approaches that are adaptable to all Kiwanis languages and cultures and to report at each K.I. Board meeting. Staff Liaison: (To be determined) Reports to: Leadership Development and Education Board Committee CHAIR: Marcel Donna Parton Jeff Wolfe Josh Hiscock Kreienbuehl Florida Capital Capital Leadership Advisory Task Force Team on Leadership Roles and Education Duties: The role of this team is to examine all officer roles, job descriptions, and responsibilities at each level of the organization (club, division, district, region, international), evaluate their corresponding educational offerings, and provide recommendations for changes and improvements. Staff Liaison: (To be determined) Reports to: Leadership Advisory Task Force TEAM LEADER: Sue Petrisin George Cadman Peter Hertl Maria Lean Sim Donna Parton Michigan Pacific Northwest Austria Chee Florida Malaysia Leadership Advisory Task Force Team on Governance Structures and Delivery Duties: The role of this team is to examine the district and regional governance structures to identify inefficiencies, redundancies, and opportunities for improvement. Staff Liaison: (To be determined) Reports to: Leadership Advisory Task Force TEAM LEADER: Dave Curry Janice Hyde Maurizio di Profio Jeff Wolfe Montana Australia Italy-San Marino Capital Leadership Advisory Task Force Team on Visionary Leadership Duties: The role of this team is to envision leadership development and educational opportunities to meet the future needs of the organization and its members, including electronic media and potential partners. Additionally: suggest topics, formats, and methods of developing a Kiwanis University program for initial presentation at the 2021 KI Convention in SLC. Staff Liaison: (To be determined) Reports to: Leadership Advisory Task Force

Page 3 2019-20 Kiwanis International Committees Updated as of November 12, 2019

TEAM LEADER: Ronald Hill Jane Erickson Matthew Cantrall Josh Hiscock Missouri-Arkansas Nebraska-Iowa Florida Capital

STRATEGIC PLAN PRIORITY: COMMUNITY IMPACT Young Children Duties: The purpose of this committee Is to: 1) Identify and promote club signature projects impacting young children; and 2) Suggest ways to convey such projects to Kiwanis clubs and members. Staff Liaison: Pam Norman. Reports to: Service and Partnerships Board Committee CO-CHAIRS: Ava Adams Deb Rochford Beth Kindschi Jeri Penn Linda Kevin Thomas Tim Young Wil Blechman New Engl & Illinois-E.Iowa Wisc-U.M. Ohio Steinbrunner Pennsylvania Southwest Florida Bermuda Ohio and Barbara Day Carolinas

STRATEGIC PLAN PRIORITY: BRANDING AND IMAGE Kiwanis/JCI Global Partnership Duties: The purpose of this committee is to consider ways to further develop the partnership between JCI and Kiwanis International to benefit both organizations, particularly regarding membership growth. The result may later serve as a model for partnerships between Kiwanis and other membership-based organizations. Staff Liaison: Pam Norman and Emily Sharp. Reports to: Public Relations, Image, and Marketing Board Committee CHAIR Peter Zander Boydee Dizon Michel Oldenburg Oskar Gudjonsson Max Queva (Additional Scott Greenlee Australia Philippine Luzon Netherlands Iceland-Faroes France-Monaco member/s may be Michigan added.

STRATEGIC PLAN PRIORITY: FINANCIAL VIABILITY (No committees are needed on this topic at this time, beyond the Board Committee.)

Page 4 2019-20 Kiwanis International Committees Updated as of November 12, 2019

REQUIRED BY K.I. BYLAWS OR POLICIES Background Check Appeals (Each President-elect adds one member for a 3-year term) Duties: The purpose of this committee’s is to review the action taken by Kiwanis International as a result of a criminal history background check, if such action is disputed and appealed by the person in question. Staff Liaison: David Kress. Reports to: International President and Executive Director CHAIR: Elizabeth Tezza Bruce Morrison (No other members to be appointed.) Bruce Berven Carolinas New Engl & Western Canada Bermuda (District YP Mgr)

Past International Presidents Duties: This committee will consider and report to the Board of Trustees its conclusions on all matters referred to it. It may also initiate subjects for consideration and report its conclusions to said Board. It will also assist with growth efforts. Staff Liaison: Jeff Oatess. Reports to: Executive Board Committee CHAIR: All Past International Presidents are members of this committee. Jane Erickson, Nebraska-Iowa

Resolutions and Bylaws Duties: This committee will review K.I. Bylaw amendment and resolution proposals submitted by clubs and districts, draft or review proposals referred to it by the Kiwanis International Board, and handle other tasks related to governing documents if assigned by the Board. Staff Liaison: Diana O’Brien. Reports to: the full Board. CHAIR: Roy Bird Elizabeth Peters Piero Grasso Stewart LaBrooy Paul Palazzolo W. Canada Michigan Italy-San Marino Malaysia Illinois-E.Iowa

Page 5 2019-20 Kiwanis International Committees Updated as of November 12, 2019

Govvernance Duties: The purpose of this task force is to: 1) Comprehensively review Kiwanis governing documents to reflect current practice, to assure compliance with legal requirements and best practices, and to allow global flexibility; and 2) Review and make recommendations on matters of governance which may be referred to the committee by the Kiwanis International Board or President. Staff Liaison: Diana O’Brien. Reports to: the full Board. CHAIR: Nettles Brown Ralph Wilson Elizabeth Tezza Ulrich Märki Tadao Oda (No other members.) Pat Cooney (Vice-Chair) Mo-Ark Carolinas Switz-Liech. Japan New York La-Miss.-W.Tn.

OTHER COMMITTEES District Secretaries Duties: The purpose of this committee is to: 1) Advise Kiwanis International on revising the curriculum to train District Secretaries; and 2) Communicate district challenges, issues, or concerns about district and club operations to the K.I. Board. Staff Liaison: Bryce Kinder and Jeff Oatess. Reports to: Executive Board Committee CHAIR: Melanie Andrea Raycraft Mark McDonald Jim Steele Mary Vaughan Kelly Steck- Winternheimer Illinois-E.Iowa Cal-Nev-Ha E. Canada & Mo-Ark James Florida Caribbean Rocky Mountain

2020 INTERNATIONAL CONVENTION CHAIRS (INDIANAPOLIS, INDIANA, USA) ROLE Chair District Staff Liaison HOST CHAIR Kris Bowers Indiana Mike Downs SERGEANT-AT-ARMS Glen Cefalo New Jersey Jeff Oatess ELECTIONS Steve Hill New England & Bermuda Diana O’Brien and Erin Bakemeyer CREDENTIALS To be determined Frank McDonald

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THE INTERNATIONAL OFFICE ADMINISTRATIVE ACTION REPORT

MEETING OF THE BOARD OF TRUSTEES

October 4, 2019

The following actions have occurred since the last meeting of the Board of Trustees through September 30, 2019.

A. NEW KIWANIS CLUBS PROCESSED and COMPLETED (These clubs have been assigned a key number; have been processed and routed.)

CLUB NAME ORGANIZATION DATE #MBRS

Manasota, Florida (K19938) 4/2/19 20 Tasek, Perak, Malaysia (K19965) 5/1/19 17 Greater Farmington, Michigan (K19966) 5/8/19 17 St. Albans, West Virginia (K19972) 5/15/19 18 Sungai Petani, Kedah, Malaysia (K19998) 5/25/19 19 Greater Valley Center, Kansas (K19999) 5/20/19 15 Cedar Grove/Verona, New Jersey (K20000) 6/5/19 17 Montclair, New Jersey (K20001) 6/4/19 17 Eastern Bergen County, New Jersey (K20002) 6/5/19 15 Derby, Kansas (K20020) 5/14/19 18 Northwest Denver Metro, Colorado (K19684) 4/17/19 18 Bloomington, Minnesota (K19717) 2/21/19 17 Clear Lake, Iowa (K20021) 3/18/19 23 Bardiya Nepal, Nepal (K20022) 5/30/19 17 Tung Yang, Taiwan (K20023) 4/1/19 30 Li Shan, Taiwan (K20024) 4/14/19 30 South Cotabato T’Nalak Riders, Philippine South (K20027) 3/22/19 17 Costa Tropical Almuñécar, Spain (K20028) 5/23/19 18 Antananarivo Analamanga, Madagascar (K20029) 6/1/19 15 Oro Centennial West High Five, Philippine South (K20031) 4/29/19 16 Oro Centennial Humane Society, Philippine South 4/29/19 21 (K20032) Oro Centennial Silangan, Philippine South (K20033) 4/8/19 18 Richmond Hill, Georgia (K20034) 6/18/19 21 Heathcote, Australia (K20035) 6/23/19 21 Moscufo E Le Terre Degli Ulivi, Italy (K20036) 7/1/19 15 Lucena New Hope, Philippine Luzon (K20037) 7/9/19 15 Golden Koronadal 84’s, Philippine South (K20038) 6/23/19 17 Terre Dell’Agro Ericino, Italy (K20039) 6/21/19 15 Trapani-Vento Di Scirocco, Italy (K20040) 7/1/19 15 Springdale Downtown, Arkansas (K20041) 7/9/19 40 St Ann’s Bay, Jamaica (K20042) 2/18/19 19 Coastal Trelawny, Jamaica (K20043) 5/20/19 22 The Sunbeamers Lake Sebu, Philippine South (K20044) 11/30/18 18 Chieti Pescara G. D’Annunzio, Italy (K20045) 7/8/19 16 Kalimati Nepal, Nepal (K20046) 5/31/19 20 2

Acacias Girardot, Colombia (K20048) 7/10/19 15 Florida City, Florida (K20049) 5/31/19 15 Maharlika Gold, Philippine Luzon (K20050) 7/29/19 15 Bergamo Sant’ Alessandro, Italy (K20051) 7/3/19 20 Bandar Puchong, Selangor, Malaysia (K20052) 7/26/19 23 Yaoundé, Cameroon (K20053) 6/15/19 16 Grand Tagaytay, Philippine Luzon (K20054) 6/20/19 15 Damansara Uptown, Selangor, Malaysia (K20055) 7/25/19 27 Puncak Borneo, Sarawak, Malaysia (K20056) 3/17/19 15 Koronadal City Millenials, Philippine South (K20058) 7/30/19 17 Surallah Excellancia, Philippine South (K20059) 3/30/19 18 Abomey, Benin (K20060) 8/15/19 15 Hermagor-Wulfenia, Austria (K20061) 8/1/19 21 Heneral Santos Icon, Philippine South (K19886) 2/28/19 22 Northeast Dallas County, Texas (K19902) 3/4/19 15 Carbon Valley, Colorado (K19946) 4/17/19 19 Grosse Point, Michigan (K19996) 5/8/19 15 Tuscola County, Michigan (K20015) 6/18/19 15 Greater Auburndale, Florida (K20025) 6/25/19 17 Georgetown, South Carolina (K20030) 8/2/19 15 Blanchard, Louisiana (K20047) 7/31/19 23 Canton-Fells Point, Maryland (K20062) 5/1/19 15 Westminster, Colorado (K20063) 8/23/19 15 Orangevale-Fair Oaks, California (K20064) 7/9/19 21 Viechtach e. V., Germany (K20065) 7/7/19 15 Italy Futura, Italy (K20066) 8/1/19 15 Cavite Eagles, Philippine Luzon (K20067) 8/22/19 15 Greater Haughton, Louisiana (K20068) 8/1/19 19 Illinois/Easter Iowa Past Lt. Governors, Illinois (K20069) 8/3/19 16 Wei Shih, Taiwan (K20070) 8/8/19 25 Chin Hsing, Taiwan (K20071) 7/13/19 35 Tan Hsing, Taiwan (K20072) 7/27/19 25 Yuan Hsiang, Taiwan (K20073) 8/25/19 25 Ta Chin, Taiwan (K20074) 7/20/19 25 Excellencia Kanami Koronadal, Philippine South (K20075) 8/1/19 15 San Luis Obispo for STEAM, California (K20076) 8/22/19 16 Puncak Tropicana, Selangor, Malaysia (K20077) 7/26/19 24 Mont Kiara, Kuala Lumpur, Malaysia (K20078) 7/26/19 19 Klang Central, Selangor, Malaysia (K20079) 8/7/19 16 The Twin Cities Ken-Tenn, Tennessee (K20080) 9/1/19 46 Blue Marlins Tuyan Malapatan, Philippine South (K20081) 1/31/19 17 Blue Diamonds-Maasim Sarangani, Philippine South 2/22/19 17 (K20082) Calcite Riches-Kutang Bato, Cotabato City, Philippine 4/9/19 17 South (K20083) Warner Robins, Georgia (K20084) 9/1/19 18 Baguio City Supreme, Philippine Luzon (K20085) 9/2/19 15 Baguio City Generous Hearts, Philippine Luzon (K20086) 9/2/19 15 Baguio City Dominican, Philippine Luzon (K20087) 9/2/19 15 Luzon Forest Dragons, Philippine Luzon (K20088) 9/2/19 15 Luzon Knights Dragons, Philippine Luzon (K20089) 9/2/19 15 Armadale, Jamaica (K20090) 9/5/19 16 Diverse Professionals Portmore Pines, Jamaica (K20091) 9/10/19 15 3

Old Hope Road Kingston, Jamaica (K20092) 9/3/19 21 Puerto Rico, Borinquen, Puerto Rico (K20093) 7/16/19 19 Greater Ferguson, Missouri (K20094) 9/5/19 19 Baguio City Agape, Philippine Luzon (K20095) 9/2/19 17 Greater Everett, Washington (K200096) 5/22/19 15 Gingoog City, Philippine South (K20098) 1/10/19 18 Davao Achievers, Philippine South (K20099) 8/10/19 19 Davao Mentors, Philippine South (K20101) 8/10/19 20 Pottery of the South Tantangan, Philippine South (K20101) 9/2/19 15 Alcaravan, Colombia (K20102) 9/12/19 19 Iloilo Tradeans, Philippine South (K20103) 9/1/19 15 Greener Davao, Philippine South (K20104) 5/18/19 17 Metro Pres. Roxas, Philippine South (K20105) 9/2/19 23 Greenfield, Tennessee (K20106) 9/2/19 17 Annotto Bay, Jamaica (K20107) 9/16/19 21 Pike Road, Alabama (K20109) 9/19/19 26 Greater Sebring, Florida (K20110) 6/24/19 20 Mantin, Negeri Sembilan, Malaysia (K20111) 9/20/19 29 Excellencia Marbel City, Philippine South (K20112) 8/23/19 18 Tri-People of UPI, Maguindanao, Philippine South 8/28/19 23 (K20113) Luzon Mighty Dragons, Philippine South (K20114) 9/1/19 15 Koronadal City Builders, Philippine South (K20115) 9/10/19 15 South Cotabato Gems, Philippine South (K20116) 9/15/19 16 Eagle, ID, Idaho (K20117) 8/10/19 15 Ilmisor Iligan, Philippine South (K20118) 7/6/19 23 Luzon Educators Dragons, Philippine Luzon (K20119) 9/1/19 15 Sta. Cruz Koronadal City, Philippine South (K20120) 9/10/19 15 Luzon Conqueror Dragons, Philippine Luzon (K20121) 9/1/19 15 Chung Ke, Taiwan (K20122) 7/29/19 25 Hung Yang, Taiwan (K20123) 9/8/19 25 Liang Tien, Taiwan (K20124) 9/6/19 25 Greater Riverton Area, Illinois (K20125) 5/22/19 15 Tanjung Rambutan, Perak, Malaysia (K20126) 9/28/19 17 Naranyag Na Tantangan, Philippine South (K20127) 9/2/19 16 Bañez, Koronadal City, Philippine South (K20128) 8/24/19 15 Wow Sta. Cruz Koronadal, Philippine South (K20129) 9/23/19 17 Tupi Fruit Basket of the South, Philippine South (K20130) 9/10/19 15 Teng Bukap, Sarawak, Malaysia (K20131) 9/26/19 17 Worthington, Kingston, Jamaica (K20132) 9/16/19 23 Luzon Defender Dragons, Philippine Luzon (K20133) 9/1/19 15 Global Bacolod, Philippine South (K20134) 9/11/19 17 Capitol South Cotabato, Philippine South (K20135) 8/1/19 16 Lambago Riders Cagayan, Philippine South (K20136) 9/3/19 19 Palawan Road Marshalls, Philippine Luzon (K20137) 9/1/19 15 Lucena Infinity, Philippine Luzon (K20138) 9/25/19 15 Lancaster Village, Philippine Luzon (K20139) 9/26/19 16 Cordillera Reigners, Philippine Luzon (K20140) 9/1/19 18 Maharlikang Cabanatueño, Philippine Luzon (K20141) 9/1/19 15 Cordillera Bukel, Philippine Luzon (K20142) 9/1/19 15 Cordillera Pinegold, Philippine Luzon (K20143) 9/1/19 15 Baguio City Diamond, Philippine Luzon (K20144) 9/1/19 15 Metropolitan SBMA, Philippine Luzon (K200145) 9/1/19 15 4

New Cabalan Olongapo City, Philippine Luzon (K20146) 9/1/19 15 Bajac Bajac Olongapo City, Philippine Luzon (K20147) 9/1/19 15 Luzon Fighting Dragons, Philippine Luzon (K20148) 9/1/19 15 Golden Workers Cagayan, Philippine South (K20149) 5/11/19 15 Pineapple Polomolok, Philippine South (K20150) 8/28/19 17 La Bella Zamboangueña-Millenial, Philippine South 3/6/19 15 (K20151) Senior Wellness Lambagohan, Philippine South (K20152) 3/8/19 23 Senior Wellness Lambagohan 2, Philippine South (K20153) 5/11/19 18 Kudlit-Korsocot, Philippine South (K20154) 3/1/19 19 Rock South Cotabato 1, Philippine South (K20155) 9/25/19 17 Rock South Cotabato II, Philippine South (K20156) 9/25/19 17 Rock South Cotabato 3, Philippine South (K20157) 9/25/19 15 Rock South Cotabato 4, Philippine South (K20158) 9/25/19 17 Ugyon Sto. Niño Uno, Philippine South (K20159) 9/26/19 17 Ugyon Sto. Niño Dos, Philippine South (K20160) 9/26/19 17 Ugyon Sto. Niño Tres, Philippine South (K20161) 9/26/19 17 Limestone, Koronadal City, Philippine South (K20162) 9/27/19 17 General Paulino Santos, Koronadal City, Philippine South 9/28/19 15 (K20163) Gorgeous Koronadal, Philippine South (K20165) 9/26/19 15 Tagoloan, Philippine South (K20167) 9/27/19 16 Rice Bowl of the South Norala, Philippine South (K20168) 9/26/19 20 Centro 3-A Koronadal City, Philippine South (K20169) 9/27/19 15 Crusaders Cagayan, Philippine South (K20170) 5/11/19 15 Lanoy Koronadal, Philippine South (K20171) 9/27/19 15 Matapat, Koronadal City, Philippine South (K20172) 9/26/19 15 Morales, Koronadal City, Philippine South (K20173) 9/27/19 15 Alegria, Koronadal City, Philippine South (K20174) 9/27/19 15 Masagana A Koronadal City, Philippine South (K20175) 9/27/19 15 Spring Tres, Koronadal City, Philippine South (K20176) 9/26/19 15 Longitnon, Koronadal City, Philippine South (K20177) 9/17/19 18 Mabuhan Koronadal City, Philippine South (K20178) 9/26/19 15 Gensan Horizon, Philippine South (K20179) 9/27/19 15 Paraiso Zone IV Koronadal, Philippine South (K20180) 9/26/19 15 Isulan, Philippine South (K20181) 8/24/19 15 Masagana B Koronadal City, Philippine South (K20182) 9/27/19 15 The Lioness of Palawan, Philippine Luzon (K20183) 9/25/19 19 Pag-Asa Koronadal City, Philippine South (K20184) 9/27/19 15 Susano Koronadal City, Philippine South (K20185) 9/27/19 15 Binan Professionals, Philippine Luzon (K20186) 9/27/19 15 Spring Uno, Koronadal City, Philippine South (K20187) 9/27/19 15 Clemente 1, Philippine South (K20188) 9/27/19 15 Clemente II, Philippine South (K20189) 9/27/19 15 Allah Valley Surallah, Philippine South (K20191) 9/25/19 15 Arenenberg, Switzerland (K20192) 9/16/19 21 Greers Ferry Lake, Arkansas (K20190) 9/25/19 15 Greater Woodland-Kalama, Washington (K20166) 9/24/19 15 Baldostamon Koronadal City, Philippine South (K20194) 9/27/19 15 Martinez Koronadal City, Philippine South (K20195) 9/27/19 15 Triniville Koronadal City, Philippine South (K20196) 9/27/19 15 Greater Gensan, Philippine South (K20197) 9/27/19 15 United Frontliners Koronadal, Philippine South (K20198) 9/27/19 15 5

Solid Eighty Sixers Koronadal, Philippine South (K20199) 9/27/19 15

TOTAL: 190 (Compared to 10/5/18 total of 206)

B. CLUB MERGERS (The following Kiwanis clubs have officially merged.)

Club Name: Joliet, Illinois (K00219) Name of Chartered Retired: Will County 321, Illinois (K18801) Effective Date: September 3, 2019 Number of Members: 77

Club Name: Seminole, Florida (K05300) Name of Chartered Retired: Gulf Beaches, Florida (K16868) Effective Date: August 1, 2019 Number of Members: 23

Club Name: Princeton-Athens, West Virginia (K01270) Name of Chartered Retired: Mercer County, West Virginia (K19491) Effective Date: September 5, 2019 Number of Members: 20 **Name changed to Mercer County, West Virginia (K01270)

Club Name: El Paso, Texas (K00038) Name of Chartered Retired: El Paso-Coronado, Texas (K05720) Effective Date: June 18, 2019 Number of Members: 17

Club Name: Petersburg, Florida (K00692) Name of Chartered Retired: Petersburg Breakfast, Florida (K07141) Effective Date: September 25, 2019 Number of Members: 44

TOTAL: 5 (Compared 10/5/2018 total of 4)

C. CLUB NAME CHANGES (The following clubs have changed their official names.)

From: Doraville, Georgia (K17581) To: Doraville-Tucker, Georgia

From: Garden City Sunrisers, Kansas (K06603) To: Garden City, Kansas

From: Sharonville, Ohio (K02609) To: Princeton-Sharonville, Ohio

From: Hattiesburg, Mississippi (K00410) 6

To: The Pinebelt, Hattiesburg, Mississippi

From: Princeton-Athens, West Virginia (K01270) To: Mercer County, West Virginia **Also, a club merger

From: Rotterdam Zuid, Netherlands (K17820) To: Rotterdam Zuid Waterweg, Netherlands

From: Inspruk, Austria (K19399) To: Hall-Innsbruck, Austria

From: Nashville South, Tennessee (K04800) To: Greater Music City, Tennessee

From: Downtown Bartlesville, Texas (K00207) To: Bartlesville, Texas

TOTAL: 9 (Compared 10/5/2018 total of 7)

D. CLUB INCORPORATIONS (As required by the Kiwanis International Bylaws, the following clubs have submitted Articles of Incorporation for approval by the Board of Trustees.)

TOTAL: 0 (Compared to 10/5/2018 total of 8)

E. CLUB FOUNDATIONS (The following clubs have established non-profit 501(c) (3) foundations.)

Nashville South Foundation Kentucky-Tennessee 7/1/2019

TOTAL: 1 (Compared to 10/5/2018 total of 4)

F. KIWANIS CLUBS RECOMMENDED FOR CHARTER REVOCATION Refer to EXHIBIT 1 (salmon section) for a list of clubs to be recommended for charter revocation under Procedure 360. The clubs on this report have not paid dues as required. This list does not include Kiwanis clubs that have resigned. That list is found in Exhibit 2. The membership for these clubs is the last reported to Kiwanis International, and has been eliminated from active status.

TOTAL: 164 (Compared to 10/5/2018 total of 35)

G. KIWANIS CLUBS THAT HAVE RESIGNED

Refer to EXHIBIT 2 (gray section) for a list of clubs, which have resigned from Kiwanis International since the last Administrative Action Report. They have complied with the requirements 7 of Article IV, Section 7 of the International Bylaws. The membership for these clubs is the last reported to Kiwanis International, and has been eliminated from active status.

These clubs have all resigned for routine reasons of declining interest. There is no controversy associated with any of them.

TOTAL: 98 (Compared to 10/5/2018 total of 90)

H. KIWANIS CLUBS RETURNED TO GOOD STANDING FROM PENDING REVOCATION STATUS

Refer to EXHIBIT 3 (blue section) for a list of clubs, which have paid their outstanding dues and have been returned to active status.

TOTAL: 96 (Compared to 10/5/2018 total of 88)

I. KIWANIS CLUBS REINSTATED FROM CHARTER REVOKED STATUS (The following clubs were previously revoked by Kiwanis International.)

Refer to EXHIBIT 4 (yellow section) for a list of clubs, which have been returned to active status and have met the requirements to have their charter reinstated.

TOTAL: 8 (Compared to 10/5/2018 total of 12)

J. DISTRICT BOUNDARY CHANGE

(None)

K. DISTRICT FOUNDATION AMENDMENTS

(None)

L. DISTRICT BYLAWS AMENDMENTS

California-Nevada-Hawaii

Amended Article V, adding a new Section 8 to provide that district committees may meet and conduct business via any method permitted by law (i.e., electronically).

Amended Article VII, Section 7c, to allow that the Treasurer Selection Committee by meet by teleconference, even if there are multiple candidates to be considered.

Amended Article X, Section 6, to provide that clubs are relieved from paying district dues for members who formerly belonged to a service leadership program, and also remove the age limitation.

Amended Article XIII, Section 1a, to provide that the district board may not submit proposed amendments less than 60 days prior to the convention.

Eastern Canada and the Caribbean 8

Amended Article III, Section 2, to require that the Governor, Governor-elect, Vice-Governor, and Trustee must have completed one full term as Lt. Governor (rather than just “shall have served as”) and likewise require that Lt. Governors must have completed one full term as club president (rather than “shall have served as”).

Amended Article VII, Section 3c, to provide that qualified candidates for Governor, Governor-elect, and Vice-Governor, must complete the stated requirements “in the year of nomination,” and to remove the restriction that someone may not be considered a candidate while currently serving as club president. Note: The district also added ““no later than 30 days prior to the convention.” However, this is already covered in Section 3b, so it should be removed from Section 3c.

Amended Article VII, Section 5, to expand the restriction that someone may not be nominated as a candidate for Lt. Governor or Lt. Governor-elect while serving as club president.

Amended Article VII, Sections 5 and 6 specifying that candidates for Lt. Governor, Lt. Governor-elect, and Trustee must provide written consent and an agreement to carry out their duties to the district office.

Amended Article II, Section 4, to: a) change the term “territorial limits” to “composition”; b) to remove the requirement to state district divisions and regions in district policies; and c) requiring that, when division/region composition changes, consultation must be made with the clubs/divisions/regions involved prior to final approval by the Board.

Florida

Amended Article III, Section 1, and Article IV, Section 1, to eliminate two additional past governors as district officers and district board members. (Article IV, Section 10; Article III, Section 8; and Article VIII, Section 3, which mentioned these positions, were also adjusted appropriately.)

Georgia

Amended Article III, Section 2, to require all Lt. Governors to have and maintain a background check conducted and verified by Kiwanis International.

Nebraska-Iowa

Amended Article III, Section 1, to change the title of District Secretary to “District Administrator.” Amended Article III, Section 3, to provide that the Administrator shall have a term of three years. Amended Article III, Sections 9 and 10, to partially revise the duties of the Administrator and District Treasurer. Amended Article VII, Section 2, to provide a new appointment process for the Administrator.

Amended Article VII, Section 7b, to provide that each club may have up to two (rather than three) delegates and alternates for the election of district trustees.

Amended Article VIII, Sections 4 and adding a new Section 5 to separate provisions regarding filling a vacancy in Lt. Governor vs. filling a vacancy in Trustee. Lt. Governor vacancies are filled by a new election, unless the division declines to do so, in which case the district board fills the vacancy. Trustee vacancies with a remaining term of 18 months or more are filled by a new election; those with less than 18 months are filled by appointment of the district board.

New Zealand-South Pacific Provisional District

Amended Article X, Section 1, by providing that clubs are relieved from paying district dues for any member who formerly belonged to a service leadership program, for two years from the time they join the Kiwanis club. Note: The amendment also included a new sentence: “There is no window of time for this to apply.” The district has been advised that this wording should be removed, since it is confusing in relation to the two- year expiration.

Texas-Oklahoma

Amended Article X, Sections 1, to provide that the district dues shall be increased to $40 per member.

Amended Article X, Sections 2, to provide that the graduation scale for payment of the district new member add fee (from $40 in October to $5 in September).

M. DISTRICT INCORPORATIONS (None)

N. KIWANIS ASIA-PACIFIC BYLAWS AMENDMENTS

(None)

O. KIWANIS INTERNATIONAL EUROPEAN FEDERATION BYLAWS AMENDMENTS

(None) Date: 10/01/2019 Kiwanis International Page 1 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K30 Wisconsin-Upper Michigan

K15045 Muskego WI 11 09/30/1996 06/28/2019 1,248.00 USD District notified TOTAL 11

K33 Colombia

K11888 Villavicencio-Centro COL 7 11/29/1986 07/17/2019 322.00 USD District notified TOTAL 7

K34 Australia

K10806 Colombo City LKA 17 09/30/1982 07/17/2019 391.00 USD TOTAL 17

K35 New Zealand-South Pacific

K12490 Wellington NZL 4 09/19/1988 07/17/2019 208.00 USD District notified K19183 Te Tama Ora PYF 20 02/03/2017 07/17/2019 1,040.00 USD District notified TOTAL 24 Date: 10/01/2019 Kiwanis International Page 2 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K36 Philippine Luzon

K07612 Daet PHL 26 09/30/1974 07/17/2019 673.00 USD District notified K08770 Munoz, Nueva Ecija PHL 15 05/21/1977 07/17/2019 345.00 USD District notified K11789 Chrysanthemum, San Pedro, Laguna PHL 36 08/16/1986 07/17/2019 218.00 USD District notified K12687 Carranglan PHL 15 05/04/1989 07/17/2019 345.00 USD District notified K14869 Pangasinense, Dagupan City PHL 24 11/08/1995 07/17/2019 151.00 USD District notified K15926 Siete Lagos, San Pablo PHL 28 06/09/2000 07/17/2019 90.00 USD District notified K16638 Sampaloc, Manila PHL 42 10/07/2002 07/17/2019 966.00 USD District notified K17359 Salawag PHL 16 04/23/2006 07/17/2019 418.00 USD District notified K17431 Hundred Islands PHL 15 08/20/2006 07/17/2019 345.00 USD District notified K17619 Tagaytay PHL 19 10/08/2007 07/17/2019 437.00 USD District notified K17625 Purple Heart Luzon PHL 22 11/11/2007 07/17/2019 213.00 USD District notified K17712 Buklod-San Pablo PHL 22 08/08/2008 07/17/2019 506.00 USD District notified K17734 Progressive Pangasinan PHL 48 07/02/2013 07/17/2019 195.00 USD District notified K17762 Santa Rosa City PHL 15 10/12/2008 07/17/2019 360.00 USD District notified K17837 Mendez Nuñez PHL 49 05/17/2009 07/17/2019 195.00 USD District notified K17846 Imus-Altruista PHL 32 06/16/2009 07/17/2019 736.00 USD District notified K18219 Lutucan PHL 16 12/05/2011 07/17/2019 368.00 USD District notified K18265 Quirino, Quezon City PHL 23 06/08/2012 07/17/2019 619.00 USD District notified K18385 Cainta Greenwoods PHL 12 02/06/2013 07/17/2019 231.00 USD District notified K18387 Cabanatuan New Generation PHL 20 02/14/2013 07/17/2019 445.00 USD District notified K18393 Ng San Pedro PHL 15 01/16/2013 07/17/2019 415.00 USD District notified K18504 Palawan PHL 17 10/01/2013 07/17/2019 391.00 USD District notified K18558 Laguna Shining Emeralds PHL 21 03/15/2014 07/17/2019 483.00 USD District notified K18583 Quezon City Capitol PHL 22 05/14/2014 07/17/2019 506.00 USD District notified K18588 Coron PHL 15 06/01/2014 07/17/2019 345.00 USD District notified K18626 Cabanatuan Golden Dragon PHL 39 07/05/2014 07/17/2019 829.00 USD District notified K18648 Cabanatuan Acacia PHL 14 08/13/2014 07/17/2019 337.00 USD District notified K18742 Melting Pot Tarlac PHL 21 10/10/2014 07/17/2019 455.00 USD District notified K18775 Nueva Ecija Heatlh Movers PHL 15 02/14/2015 07/17/2019 345.00 USD District notified K18858 Bayanihan Sterling Carnelian PHL 16 06/14/2015 07/17/2019 368.00 USD District notified K18906 Cavite Upland PHL 17 07/25/2015 07/17/2019 526.00 USD District notified K18979 Lucban PHL 21 10/29/2015 07/17/2019 468.00 USD District notified K18983 Carmona, Cavite PHL 16 11/06/2015 07/17/2019 428.00 USD District notified K19064 Pacita Jade PHL 15 07/23/2016 07/17/2019 345.00 USD District notified K19068 Rinconada Nightingales PHL 22 06/11/2016 07/17/2019 506.00 USD District notified K19073 Santa Rosa Hope Builders Dream Tracers PHL 15 05/03/2016 07/17/2019 345.00 USD District notified Date: 10/01/2019 Kiwanis International Page 3 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance K19074 Santa Rosa City Bloomers PHL 15 05/03/2016 07/17/2019 345.00 USD District notified K19096 Calasiao PHL 15 07/30/2016 07/17/2019 345.00 USD District notified K19110 Dasmariñas Anchors PHL 15 09/06/2016 07/17/2019 450.00 USD District notified K19128 Pili, Camarines Sur PHL 15 09/01/2016 07/17/2019 345.00 USD District notified K19138 Dau-Mabalacat PHL 16 10/01/2016 07/17/2019 368.00 USD District notified K19142 Mt. Sinai, Nueva Ecija PHL 17 11/02/2016 07/17/2019 391.00 USD District notified K19155 Quezon Educators PHL 15 10/01/2016 07/17/2019 345.00 USD District notified K19156 Quezon Cavaliers, Lucena City PHL 15 10/01/2016 07/17/2019 345.00 USD District notified K19157 Alabat De Lucena PHL 15 11/29/2016 07/17/2019 345.00 USD District notified K19158 Marinduque PHL 15 11/12/2016 07/17/2019 345.00 USD District notified K19169 Dingalan Movers PHL 15 01/05/2017 07/17/2019 345.00 USD District notified K19172 Cavite Diamonds PHL 15 01/21/2017 07/17/2019 345.00 USD District notified K19174 Laguna Mentors PHL 15 02/01/2017 07/17/2019 345.00 USD District notified K19194 Mt. Singian, Solano-Nueva Vizcaya PHL 15 03/01/2017 07/17/2019 345.00 USD District notified K19200 Metro Cavite El Viejo PHL 15 02/01/2017 07/17/2019 345.00 USD District notified K19208 Visayas Ave Extention Quezon City PHL 16 03/29/2017 07/17/2019 368.00 USD District notified K19215 Cauayan City, Isabela PHL 16 04/01/2017 07/17/2019 368.00 USD District notified K19229 Cabanatuan Golden Servants PHL 21 05/05/2017 07/17/2019 483.00 USD District notified K19263 Sariaya PHL 15 07/01/2017 07/17/2019 345.00 USD District notified K19264 Baler Aurora Professional PHL 21 07/01/2017 07/17/2019 483.00 USD District notified K19266 Arista De Sto. Niño, Parañaque PHL 18 06/24/2017 07/17/2019 414.00 USD District notified K19288 General Mariano Alvarez, Cavite PHL 15 05/06/2017 07/17/2019 214.00 USD District notified K19299 San Luis Aurora Fighting Dragon PHL 15 08/01/2017 07/17/2019 345.00 USD District notified K19303 Bay Educators PHL 17 07/28/2017 07/17/2019 391.00 USD District notified K19312 Makiling Educare PHL 15 07/27/2017 07/17/2019 255.00 USD District notified K19315 Pila Laguna PHL 11 09/06/2017 07/17/2019 450.00 USD District notified K19353 Dasmariñas Young Professionals PHL 15 10/02/2017 07/17/2019 321.00 USD District notified K19375 Pangasinan PHL 12 10/27/2017 07/17/2019 383.00 USD District notified K19394 Imus City Central PHL 16 11/30/2017 07/17/2019 368.00 USD District notified K19410 Zambales, Olongapo City PHL 16 12/22/2017 07/17/2019 323.00 USD District notified TOTAL 1263

K38 Belgium-Luxembourg

K14240 Tienen Primus Inter Pares BEL 8 07/06/1993 07/17/2019 0.00 USD District notified TOTAL 8 Date: 10/01/2019 Kiwanis International Page 4 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K42 Philippine South

K06445 General Santos PHL 34 11/03/1968 07/17/2019 225.00 USD District notified K06818 Iligan City PHL 17 05/20/1971 07/17/2019 382.00 USD District notified K14152 Secured Valley, Cagayan De Oro City PHL 20 02/19/1993 07/17/2019 460.00 USD District notified K15238 Iligan Bay PHL 21 07/22/1997 07/17/2019 483.00 USD District notified K16861 Kalibo Ati-Atihan PHL 16 09/16/2003 07/17/2019 393.00 USD District notified K16973 Rio De Oro PHL 26 04/21/2004 07/17/2019 575.00 USD District notified K18217 Kapisnon PHL 33 12/31/2011 07/17/2019 784.00 USD District notified K18422 Golden Friendship, Cagayan De Oro City PHL 18 06/08/2013 07/17/2019 414.00 USD District notified K18802 Panay 100 PHL 13 03/14/2015 07/17/2019 299.00 USD District notified K18967 Cagayan De Oro Higalaay PHL 19 10/01/2015 07/17/2019 503.00 USD District notified K18974 Pilar PHL 21 10/01/2015 07/17/2019 506.00 USD District notified K18977 Waterfront Iloilo PHL 15 10/01/2015 07/17/2019 405.00 USD District notified K19071 Calinan Eagle PHL 27 08/01/2016 07/17/2019 621.00 USD District notified K19081 Magandang Gensan PHL 34 08/08/2016 07/17/2019 225.00 USD District notified K19210 Balangaw, Bacolod PHL 18 03/28/2017 07/17/2019 345.00 USD District notified K19213 Grayrover Iligan PHL 25 01/14/2017 07/17/2019 575.00 USD District notified K19238 Sunrise Davao PHL 19 03/02/2017 07/17/2019 437.00 USD District notified K19267 Upper Valley-South Cotabato PHL 13 03/07/2017 07/17/2019 253.00 USD District notified K19278 Maharlika-Senator Ninoy Aquino PHL 17 03/07/2017 07/17/2019 414.00 USD District notified K19300 Rio De Oro Millennials PHL 19 08/10/2017 07/17/2019 437.00 USD District notified K19310 Oro Kagay-Anon Professionals PHL 28 09/08/2017 07/17/2019 644.00 USD District notified K19380 Cebu-Axis PHL 21 10/28/2017 07/17/2019 506.00 USD District notified K19395 Dakbanwa Sang Iloilo PHL 30 12/03/2017 07/17/2019 690.00 USD District notified K19396 Mangima-Bukidnon PHL 20 12/13/2017 07/17/2019 460.00 USD District notified K19431 Tagumpay Tagum PHL 17 11/30/2017 07/17/2019 391.00 USD District notified K19432 Pantukan Davao De Oro PHL 16 11/06/2017 07/17/2019 368.00 USD District notified K19433 Kabalikat Dabaw PHL 21 11/19/2017 07/17/2019 483.00 USD District notified K19441 Kadayawan Dabaw PHL 20 11/24/2017 07/17/2019 460.00 USD District notified K19442 Luntian Davao PHL 28 11/18/2017 07/17/2019 644.00 USD District notified K19484 Beautiful Davao PHL 15 12/13/2017 07/17/2019 345.00 USD District notified K19489 Bud Bongao PHL 18 12/06/2017 07/17/2019 429.00 USD District notified K19497 Palimbang S.K. PHL 20 12/13/2017 07/17/2019 452.00 USD District notified TOTAL 679 Date: 10/01/2019 Kiwanis International Page 5 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K44 Taiwan

K14843 Dynasty, Taipei TWN 32 10/01/1995 07/17/2019 200.00 USD District notified K18128 Chen Hsin TWN 156 12/06/2010 07/17/2019 242.00 USD District notified K18369 Yung Cheng TWN 33 10/14/2012 07/17/2019 2,392.00 USD District notified K18795 Chang Jung TWN 8 02/08/2015 07/17/2019 416.00 USD District notified K19089 Erh Lun TWN 20 07/16/2016 07/17/2019 1,040.00 USD District notified K19620 Tien Mu, Taichung City TWN 33 07/16/2018 07/17/2019 1,560.00 USD District notified TOTAL 282

K45 Italy-San Marino

K14271 Canicatti ITA 4 08/10/1993 07/17/2019 530.70 USD District notified K17368 Santo Stefano - Mistretta ITA 10 06/19/2006 07/17/2019 530.70 USD District notified K17815 Reggio Città del Mediterraneo ITA 9 04/20/2009 07/17/2019 477.63 USD District notified K18540 Alessandria Cittá della Paglia ITA 7 01/20/2014 07/17/2019 35.16 USD District notified K18790 Roma-Castelli Romani ITA 9 03/07/2015 07/17/2019 583.77 USD District notified K19707 Provincia Granda ITA 20 09/01/2018 07/17/2019 167.00 USD District notified TOTAL 59

K50 Germany

K16980 Bamberg DEU 7 06/21/2004 07/17/2019 371.49 USD District notified TOTAL 7 Date: 10/01/2019 Kiwanis International Page 6 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K51 Korea, Republic of (Provisional District)

K06430 Chinju City KOR 9 09/10/1968 07/17/2019 468.00 USD District notified K06575 Bupyeong, Inchon KOR 29 09/19/1969 07/17/2019 1,508.00 USD District notified K09506 Nam Seoul KOR 18 02/20/1979 07/17/2019 936.00 USD District notified K10710 So Myung, Seoul KOR 30 06/09/1982 07/17/2019 1,560.00 USD District notified K13061 Kuri Paldang KOR 14 03/29/1990 07/17/2019 728.00 USD District notified K13368 Namyangju KOR 33 01/24/1991 07/17/2019 1,716.00 USD District notified K13782 Jonghowon-Eup KOR 21 01/20/1992 07/17/2019 1,092.00 USD District notified K14508 Sae Chinju, Chinju City KOR 16 07/22/1994 07/17/2019 468.00 USD District notified K16611 Joongang, Seoul KOR 11 08/26/2002 07/17/2019 572.00 USD District notified K17950 Incheon KOR 11 12/15/2009 07/17/2019 572.00 USD District notified K18057 Gumwang KOR 10 08/21/2010 07/17/2019 520.00 USD District notified K18158 Jinjusung KOR 15 04/15/2011 07/17/2019 780.00 USD District notified K19105 Su Jin KOR 21 08/03/2016 07/17/2019 1,092.00 USD District notified K19322 Shin-Moodeung KOR 26 01/01/2017 07/17/2019 956.00 USD District notified K19326 Shin-Kyesan KOR 15 08/30/2017 07/17/2019 780.00 USD District notified TOTAL 279

K52 France-Monaco

K14594 Strasbourg Porte De France FRA 8 10/13/1994 07/17/2019 921.95 USD District notified TOTAL 8

K53 Non-Districted, Asia-Pacific

K06599 Hong Kong HKG 17 01/06/1970 07/17/2019 832.00 USD District notified K13946 Jakarta IDN 15 03/17/1992 07/17/2019 370.00 USD District notified TOTAL 32

K55 Non-Districted, Africa

K18937 Matendo Bora Lubumbashi COD 16 08/17/2015 07/17/2019 172.00 USD K19247 Freetown, Sierra Leone SLE 34 06/26/2017 07/17/2019 172.00 USD District notified TOTAL 50 Date: 10/01/2019 Kiwanis International Page 7 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K56 Malaysia

K17059 Kuala Lumpur Central MYS 10 08/29/2004 07/17/2019 0.00 USD District notified K18213 Sri Petaling MYS 12 10/15/2011 07/17/2019 408.00 USD District notified TOTAL 22

K60 Ecuador

K12123 Ibarra ECU 15 05/16/1987 07/17/2019 510.00 USD District notified K12304 Otavalo ECU 12 03/10/1988 07/17/2019 150.00 USD District notified K16149 Chone, Cuidad de Naranjos en Flor ECU 31 03/30/2001 07/17/2019 300.00 USD District notified K17880 Jama ECU 5 07/25/2009 07/17/2019 170.00 USD District notified K17881 Puerto López ECU 9 08/01/2009 07/17/2019 356.00 USD District notified K18281 Tosagua ECU 9 07/19/2012 07/17/2019 306.00 USD District notified K18666 Santa Rita ECU 9 09/20/2014 07/17/2019 276.00 USD District notified K18691 Convento Hermoso ECU 10 09/27/2014 07/17/2019 315.00 USD District notified K18731 24 de Mayo ECU 14 11/08/2014 07/17/2019 374.00 USD District notified K18952 Jocay ECU 15 08/28/2015 07/17/2019 485.00 USD District notified K19034 Amanecer en Santo Domingo ECU 17 03/16/2016 07/17/2019 853.00 USD District notified K19120 Portoviejo Forestal ECU 22 07/10/2016 07/17/2019 608.00 USD District notified K19121 Junin ECU 15 07/04/2016 07/17/2019 510.00 USD District notified K19148 Neos Ambato ECU 7 11/30/2016 07/17/2019 238.00 USD District notified K19198 Ambato Tierra De Flores ECU 15 02/14/2017 07/17/2019 510.00 USD District notified K19235 Colibrí De Chone ECU 16 05/12/2017 07/17/2019 535.00 USD District notified TOTAL 221

K62 Hungary (Kiwanis Nation)

K15877 Miskolc 2 HUN 8 04/05/2000 07/17/2019 457.94 USD K18306 Marcali HUN 16 09/05/2012 07/17/2019 902.19 USD TOTAL 24 Date: 10/01/2019 Kiwanis International Page 8 of 8 Time: 12:27:02PM Administrative Action Report CUS9012

Exhibit 1: Kiwanis Clubs Recommended for Charter Revocation for not paying financial obligations (Proc 360) Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date A/R Balance

K65 India (Kiwanis Nation)

K18403 Aligarh Jewels IND 45 04/07/2013 07/17/2019 1,170.00 USD District notified K18404 Aligarh Pride IND 22 03/14/2013 07/17/2019 626.00 USD District notified K18539 Delhi IND 15 11/17/2013 07/17/2019 345.00 USD District notified K19259 Aligarh Ojas IND 17 06/14/2017 07/17/2019 391.00 USD District notified TOTAL 99

K68 Panama (Provisional District)

K18488 San José PAN 8 09/17/2013 07/17/2019 626.00 USD District notified K18857 Boquete PAN 5 08/01/2015 07/17/2019 312.00 USD District notified TOTAL 13

K69 Nepal

K19298 Namo Buddha Nepal NPL 15 05/19/2017 07/17/2019 345.00 USD District notified TOTAL 15

Total Number - Members 3,120 Total Number - Clubs 164 Total A/R Balance 80,466.53 Date: 10/01/2019 Kiwanis International Page 1 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K02 California-Nevada-Hawaii

K02517 Gardena Valley CA 12/08/1943 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K11306 Jewel City-Glendale CA 8 09/25/1984 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K14997 East San Diego County CA 10 08/20/1996 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K18069 Neon Lights Las Vegas NV 5 09/09/2010 09/30/2019 0.00 USD LOWMEM - Low membership-Lost interest K19212 Peninsula Young Professionals, CA 4 02/12/2017 09/28/2019 0.00 USD LOWMEM - Low California membership-Lost interest Total 27

K03 Capital

K16691 La Plata MD 7 12/04/2002 08/31/2019 540.00 USD CLOSD2 - Closed-no reason given-club sent letter K18597 Richmond Young Professionals VA 13 05/21/2014 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 20

K04 Carolinas

K09093 Columbus County, Whiteville NC 03/16/1978 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total

K05 Florida

K07470 Singer Island-Sunrise FL 20 04/29/1974 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K19440 Gateway Orlando FL 16 01/10/2018 09/30/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 36 Date: 10/01/2019 Kiwanis International Page 2 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K06 Georgia

K03240 Dunwoody GA 4 11/29/1948 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K19387 Johns Creek GA 12/06/2017 08/06/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 4

K07 Illinois-Eastern Iowa

K03942 Dunlap IL 03/20/1953 09/30/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K08800 Danville, Breakfast IL 10 07/18/1977 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K10574 Lansing Golden K IL 5 12/09/1981 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K11649 Shelbyville IL 6 02/05/1986 07/30/2019 0.00 USD LOWMEM - Low membership-Lost interest K16428 Western Springs-Hinsdale IL 9 01/23/2002 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K17925 Grand Prairie Peoria IL 5 10/08/2009 09/30/2019 180.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 35

K08 Indiana

K02059 Vevay IN 10 09/10/1935 09/28/2019 -44.00 USD LOWMEM - Low membership-Lost interest K03529 Crown Point IN 1 09/06/1950 09/04/2019 540.00 USD LOWMEM - Low membership-Lost interest K06736 Michiami, South Bend IN 12 02/26/1971 09/28/2019 360.00 USD LOWMEM - Low membership-Lost interest Total 23 Date: 10/01/2019 Kiwanis International Page 3 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K09 Kansas

K00574 Augusta KS 6 09/06/1921 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K03019 Mc Pherson KS 27 09/11/1947 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K05076 Old Mission, Mission KS 12 02/10/1959 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 45

K10 Kentucky-Tennessee

K19439 Oldham County KY 17 02/10/2018 09/30/2019 55.00 USD LOWMEM - Low membership-Lost interest K19448 Bullitt County KY 15 02/01/2018 09/09/2019 60.00 USD LOWMEM - Low membership-Lost interest Total 32

K11 Louisiana-Mississippi-West Tennessee

K09102 South Baton Rouge LA 19 03/22/1978 08/15/2019 0.00 USD LOWMEM - Low membership-Lost interest K10197 University Center, Jackson MS 6 12/19/1980 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K13773 Collierville TN 6 01/02/1992 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K16304 Oaks, Baton Rouge (The) LA 18 10/01/2001 09/28/2019 60.00 USD LOWMEM - Low membership-Lost interest Total 49 Date: 10/01/2019 Kiwanis International Page 4 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K12 Michigan

K03642 Roseville-Warren MI 5 05/10/1951 09/30/2019 0.00 USD LOWMEM - Low membership-Lost interest K12983 Manchester MI 18 01/11/1990 09/28/2019 360.00 USD LOWMEM - Low membership-Lost interest K19070 Birmingham-Bloomfield MI 11 01/24/2017 09/08/2019 0.00 USD LOWMEM - Low membership-Lost interest K19236 Clarkston-Waterford MI 08/09/2017 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 34

K13 Minnesota-Dakotas

K00615 Anoka, MN Area Inc MN 10 11/09/1921 09/28/2019 900.00 USD LOWMEM - Low membership-Lost interest K05395 Sioux Falls East SD 04/25/1961 09/28/2019 -29.00 USD LOWMEM - Low membership-Lost interest K10304 Chaska MN 9 04/28/1981 08/20/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 19

K14 Missouri-Arkansas

K19466 Cameron Crossroads MO 16 02/12/2018 09/01/2019 -30.00 USD LOWMEM - Low membership-Lost interest Total 16 Date: 10/01/2019 Kiwanis International Page 5 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K16 Nebraska-Iowa

K02208 North Omaha NE 15 03/22/1938 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K02559 South Sioux City NE 12 10/05/1944 08/30/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K05836 Scenic City, Iowa Falls IA 16 12/16/1963 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K19166 Lincoln West NE 14 03/09/2017 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K19338 Elkhorn NE 15 06/14/2018 09/03/2019 0.00 USD DISREC - District Recommended Total 72

K17 New England and Bermuda

K07241 Easthampton MA 17 06/13/1973 07/03/2019 0.00 USD LOWMEM - Low membership-Lost interest K12176 Tri-Town Golden K, Meriden CT 13 11/11/1987 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K19435 Champlain Valley VT 8 11/30/2017 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 38

K19 New York

K14740 Nassau University Medical Center NY 9 07/16/1995 09/03/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K16597 Clarence NY 9 08/15/2002 09/05/2019 0.00 USD LOWMEM - Low membership-Lost interest K18996 Honeoye Falls - Mendon NY 01/20/2016 09/19/2019 0.00 USD Total 18 Date: 10/01/2019 Kiwanis International Page 6 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K20 Ohio

K00146 Lorain OH 9 06/26/1919 09/28/2019 180.00 USD LOWMEM - Low membership-Lost interest K01818 Hillcrest OH 9 01/28/1929 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K03610 North Royalton OH 15 03/12/1951 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K04596 Franklinton, Columbus OH 7 03/28/1956 09/15/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 40

K21 Eastern Canada and the Caribbean

K05019 Westmount, Oshawa ON 9 09/25/1958 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K07828 Grand River, Brantford ON 17 07/31/1975 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 26

K22 Pacific Northwest

K03192 Sunnyside WA 7 07/29/1948 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K05426 Coquille OR 06/06/1961 09/30/2019 8.10 USD LOWMEM - Low membership-Lost interest K07056 Puyallup Sunrisers WA 17 09/14/1972 08/14/2019 0.00 USD LOWMEM - Low membership-Lost interest K07636 Snohomish-Tillicum WA 11/14/1974 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K09721 Juan De Fuca, Port Angeles WA 18 09/27/1979 09/30/2019 0.00 USD LOWMEM - Low membership-Lost interest K12213 Parksville-Qualicum BC 12 01/09/1988 09/30/2019 352.30 USD LOWMEM - Low membership-Lost interest Total 54 Date: 10/01/2019 Kiwanis International Page 7 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K23 Pennsylvania

K00744 Kittanning PA 3 04/14/1922 08/19/2019 0.00 USD LOWMEM - Low membership-Lost interest K02094 Danville PA 9 02/27/1936 09/19/2019 255.00 USD LOWMEM - Low membership-Lost interest K18576 Pittsburgh Airport Area, The PA 11 02/12/2014 08/20/2019 0.00 USD LOWMEM - Low membership-Lost interest K19658 Southern Lancaster PA 20 09/06/2018 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 43

K24 Rocky Mountain

K06421 Rampart Range (The), Colorado CO 8 09/10/1968 07/08/2019 0.00 USD LOWMEM - Low Springs membership-Lost interest Total 8

K26 Texas-Oklahoma

K01210 Ada OK 33 04/03/1924 09/25/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K14005 Bastrop TX 09/03/1992 08/15/2019 0.00 USD LOWMEM - Low membership-Lost interest K14210 Houston Sunrise Breakfast TX 10 04/29/1993 09/30/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K14534 Lufkin Seniors TX 9 08/24/1994 07/03/2019 -71.00 USD LOWMEM - Low membership-Lost interest K19341 Frisco TX 10 10/23/2017 08/19/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 62

K27 Utah-Idaho

K12181 Capitol Hill, Salt Lake City UT 14 10/23/1987 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K19714 North Utah County UT 16 09/21/2018 09/28/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 30 Date: 10/01/2019 Kiwanis International Page 8 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K28 Western Canada

K00779 Prince Albert SK 05/19/1922 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K18973 Dryden ON 15 10/15/2015 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 15

K30 Wisconsin-Upper Michigan

K00060 Kenosha WI 7 04/25/1917 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K09953 Beloit, State Line Golden K WI 10 05/21/1980 07/30/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 17

K33 Colombia

K18610 Urkunina COL 7 06/11/2014 09/17/2019 272.00 USD LOWMEM - Low membership-Lost interest K18956 Nuevo Sincé COL 5 09/19/2015 09/05/2019 0.00 USD LOWMEM - Low membership-Lost interest K19460 Young Professionals San Gil COL 31 03/08/2018 07/31/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter K19741 Eye of the Tiger, Colombia COL 15 09/29/2018 07/31/2019 0.00 USD CLOSD2 - Closed-no reason given-club sent letter Total 58

K35 New Zealand-South Pacific

K19478 Pohutukawa Coast NZL 15 02/06/2018 09/04/2019 0.00 USD DISREC - District Recommended Total 15

K38 Belgium-Luxembourg

K15586 Veurne Zilvermeeuw BEL 12/16/1998 06/25/2019 0.00 USD LOWMEM - Low membership-Lost interest Total Date: 10/01/2019 Kiwanis International Page 9 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K40 Norden

K08033 Rygge NOR 13 02/28/1973 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K08035 Sarpsborg NOR 13 02/12/1968 09/28/2019 36.12 USD LOWMEM - Low membership-Lost interest K08040 Trondheim NOR 7 11/09/1970 09/28/2019 0.03 USD LOWMEM - Low membership-Lost interest K13110 Moss Jalund NOR 14 05/21/1990 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest K18939 Brunlanes NOR 11 09/05/2015 09/28/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 58

K45 Italy-San Marino

K08273 Brescia Uno ITA 9 02/23/1976 09/28/2019 0.00 USD DISREC - District Recommended K17238 Arona San Carlo ITA 11 09/30/2005 09/28/2019 0.00 USD DISREC - District Recommended K18620 Brescia Leonessa ITA 9 07/02/2014 09/28/2019 0.00 USD DISREC - District Recommended Total 29

K46 Netherlands

K14813 Drachten NLD 09/26/1995 07/02/2019 0.00 USD LOWMEM - Low membership-Lost interest K16233 Brabants Spoor NLD 06/21/2001 08/16/2019 0.00 USD K18287 Young Professionals Nederland NLD 07/12/2012 08/16/2019 72.24 USD Total

K50 Germany

K12492 Wolfenbüttel DEU 2 09/20/1988 08/30/2019 0.00 USD LOWMEM - Low membership-Lost interest K16095 Travemünde DEU 1 02/05/2001 09/28/2019 35.58 USD CLOSD2 - Closed-no reason given-club sent letter Total 3 Date: 10/01/2019 Kiwanis International Page 10 of 10 Time: 12:29:50PM Administrative Action Report CUS9013

Exhibit 2: Kiwanis Clubs That Have Resigned

Club Key Club Name St./Cntry No. Mbrs Date Organized Resigned Date A/R Balance Reason Resigned

K52 France-Monaco

K07911 Dijon FRA 11 06/19/1971 09/30/2019 0.01 USD LOWMEM - Low membership-Lost interest K19170 Lyon FRA 01/27/2017 07/24/2019 0.00 USD LOWMEM - Low membership-Lost interest Total 11

Total Number - Members 937 Total Number - Clubs 98 Date: 10/01/2019 Kiwanis International Page 1 of 6 Time: 12:10:01PM Administrative Action Report CUS9010

Exhibit 3: Kiwanis Clubs Returned to Good Standing from Pending Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K02 California-Nevada-Hawaii

K03275 Carmel-By-The-Sea CA 6 03/09/1949 06/21/2019 Total 6 K05 Florida

K01267 Perry FL 34 08/19/1924 06/27/2019 Total 34 K11 Louisiana-Mississippi-West Tennessee

K10818 Franklinton LA 7 09/30/1982 06/27/2019 Total 7 K13 Minnesota-Dakotas

K19412 Sturgis 321 SD 21 11/21/2017 06/21/2019 Total 21 K15 Montana

K03801 Columbus MT 6 03/25/1952 06/21/2019 Total 6 K17 New England and Bermuda

K02442 Middleborough MA 13 03/20/1941 06/21/2019 K19209 Milton MA 12 03/15/2017 06/27/2019 K19637 Fitchburg/Leominster MA 13 09/12/2018 06/21/2019 Total 38 K19 New York

K19042 Douglaston NY 24 06/08/2016 06/26/2019 K19414 Valley Stream NY 40 01/31/2018 06/24/2019 Total 64 Date: 10/01/2019 Kiwanis International Page 2 of 6 Time: 12:10:01PM Administrative Action Report CUS9010

Exhibit 3: Kiwanis Clubs Returned to Good Standing from Pending Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K29 West Virginia

K00322 Parkersburg WV 2 10/15/1920 06/27/2019 Total 2 K33 Colombia

K17535 Colombia Paisa COL 8 04/12/2007 08/06/2019 K18679 Puwala COL 6 09/28/2014 09/03/2019 K19304 Puerto Santander COL 11 08/30/2017 09/26/2019 Total 25 K36 Philippine Luzon

K07502 Laoag City PHL 43 05/18/1974 09/04/2019 K09023 Polangui PHL 15 12/04/1977 09/04/2019 K10835 Meycauayan, Bulacan PHL 19 11/03/1982 09/04/2019 K14350 Dagupena-Metro Dagupan PHL 15 10/26/1993 09/16/2019 K18349 New Manila PHL 15 10/01/2012 08/01/2019 K18365 Dasmariñas City PHL 17 11/11/2012 08/01/2019 K18452 Mariana PHL 20 06/08/2013 08/01/2019 K18596 Southern Tagalog, Philippines PHL 17 04/25/2014 08/01/2019 K18791 Ilocos Sur PHL 43 12/07/2014 09/16/2019 K18804 Bicol College Pillars PHL 16 04/14/2015 09/16/2019 K19004 Palayan-Tribung Tagalog PHL 16 01/30/2016 09/04/2019 K19046 Metro Iriga PHL 15 06/13/2016 09/16/2019 K19234 Tanay Highlands PHL 14 05/17/2017 09/04/2019 K19302 Sta. Cruz Laguna PHL 11 07/17/2017 08/16/2019 K19378 Paracale Golden Servant PHL 15 11/14/2017 09/04/2019 K19474 Nueva Ecija Talagang Tumutulong PHL 12 12/04/2017 09/04/2019 Total 303 Date: 10/01/2019 Kiwanis International Page 3 of 6 Time: 12:10:01PM Administrative Action Report CUS9010

Exhibit 3: Kiwanis Clubs Returned to Good Standing from Pending Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K38 Belgium-Luxembourg

K13441 Izegem Mandeldal BEL 8 04/17/1991 09/15/2019 K17405 Aalter Baekeland BEL 14 08/25/2006 08/14/2019 K18785 Young Professionals Diksmuide BEL 15 02/11/2015 08/14/2019 K19104 Young Professionals Tienen BEL 20 09/10/2016 09/15/2019 Total 57 K42 Philippine South

K08243 Marbel PHL 15 02/07/1976 09/16/2019 K10597 Samboangan City PHL 29 11/30/1981 09/16/2019 K13496 Boracay PHL 18 04/13/1991 09/04/2019 K13671 Mt. Apo, Davao City PHL 25 07/03/1991 08/01/2019 K14877 Royale Davao PHL 24 01/27/1996 09/16/2019 K16719 Koronadal City PHL 33 03/15/2003 07/23/2019 K17710 Crown City PHL 9 07/10/2008 09/16/2019 K18151 Majestic Waterfalls-Iligan PHL 14 07/22/2011 08/01/2019 K18242 Lebac PHL 34 03/01/2012 08/01/2019 K18248 Pro-K, Roxas City PHL 24 03/13/2012 09/16/2019 K18352 Altavas PHL 18 10/01/2012 09/16/2019 K18515 Pag-Asa Dabaw PHL 21 10/05/2013 08/01/2019 K18575 Greater Davao Agila PHL 31 01/28/2014 08/01/2019 K18603 Metropolitan Iloilo PHL 17 05/03/2014 09/16/2019 K18706 Buklod PHL 29 10/01/2014 09/16/2019 K19228 Buenas Ormoc PHL 19 03/22/2017 09/16/2019 K19270 Jades Cagayan De Oro PHL 15 06/13/2017 09/16/2019 K19424 Central Davao PHL 20 12/06/2017 08/01/2019 K19457 Hukbong Silab PHL 15 12/05/2017 08/01/2019 K19549 United Gensan PHL 17 11/20/2017 09/16/2019 Total 427 Date: 10/01/2019 Kiwanis International Page 4 of 6 Time: 12:10:01PM Administrative Action Report CUS9010

Exhibit 3: Kiwanis Clubs Returned to Good Standing from Pending Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K44 Taiwan

K09389 Taipei Hsien TWN 17 10/01/1978 09/23/2019 K18143 Linkou TWN 45 06/18/2011 09/23/2019 K19025 Zhen Ai TWN 30 02/27/2016 09/23/2019 K19335 Chung Sheng TWN 35 09/28/2017 09/23/2019 Total 127 K45 Italy-San Marino

K08001 Palermo ITA 11 03/09/1973 09/12/2019 K16551 Panormo ITA 13 08/27/2002 07/31/2019 K19231 Cagliari Castellum ITA 9 03/05/2017 07/17/2019 Total 33 K50 Germany

K17861 Wiesental DEU 29 07/24/2009 07/17/2019 K18307 Osnabrück-Teutoburger Wald DEU 15 06/16/2012 07/17/2019 K18788 Sinsheim DEU 18 02/25/2015 07/17/2019 Total 62 K52 France-Monaco

K07938 Strasbourg, Kléber FRA 18 05/03/1967 08/08/2019 K08303 Dieppe FRA 17 03/27/1976 07/17/2019 K09751 Limoges Saint Eloi FRA 22 10/13/1979 08/07/2019 Total 57 K53 Non-Districted, Asia-Pacific

K17010 Singapore-Delta Chapter SGP 11 07/17/2004 09/27/2019 Total 11 Date: 10/01/2019 Kiwanis International Page 5 of 6 Time: 12:10:01PM Administrative Action Report CUS9010

Exhibit 3: Kiwanis Clubs Returned to Good Standing from Pending Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K55 Non-Districted, Africa

K11260 Owerri NGA 22 05/02/1995 09/26/2019 K18392 Abidjan CIV 20 01/11/2013 07/23/2019 K18761 Kampala UGA 32 11/06/2014 09/03/2019 K19184 Tiflet MAR 16 11/01/2016 10/01/2019 K19314 Bamenda Cameroon CMR 27 06/16/2017 07/24/2019 K19614 Wakiso UGA 16 07/21/2018 07/17/2019 K19660 Kampala Evening UGA 20 08/20/2018 07/22/2019 Total 153 K56 Malaysia

K11547 Petaling Jaya MYS 19 08/22/1985 08/05/2019 K12920 Klang MYS 33 07/28/1989 08/05/2019 K16159 Bukit Kiara, Kuala Lumpur MYS 15 03/21/2001 08/05/2019 K16420 Skudai, Johor MYS 36 12/16/2001 08/05/2019 K16758 Metro Johor Bahru MYS 15 06/16/2003 08/05/2019 K17269 Yong Peng MYS 18 09/28/2005 08/05/2019 K17826 Kulai MYS 5 04/10/2009 08/05/2019 K17921 Sungai Siput MYS 5 10/27/2009 08/05/2019 K19295 Gopeng, Perak MYS 15 08/10/2017 08/05/2019 K19344 Bukit Mertajam, Penang MYS 14 10/01/2017 08/05/2019 Total 175 K60 Ecuador

K15554 Portoviejo ECU 14 09/17/1998 08/28/2019 Total 14 K62 Hungary (Kiwanis Nation)

K15436 Sárospatak HUN 17 06/02/1998 07/23/2019 K19309 Young Professionals Marcali HUN 15 06/03/2017 07/23/2019 Total 32 Date: 10/01/2019 Kiwanis International Page 6 of 6 Time: 12:10:01PM Administrative Action Report CUS9010

Exhibit 3: Kiwanis Clubs Returned to Good Standing from Pending Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K68 Panama (Provisional District)

K09873 David PAN 17 02/28/1980 08/21/2019 K17902 Rana Dorada PAN 17 09/28/2009 07/31/2019 K18680 Cucua Penonomé PAN 3 09/29/2014 09/03/2019 K19010 Monterrey PAN 17 12/10/2015 08/21/2019 K19130 Costa Verde-Panamá PAN 5 09/26/2016 08/02/2019 K19339 La Palma PAN 6 09/28/2017 07/25/2019 Total 65 K69 Nepal

K18808 Lumbini Nepal NPL 17 05/04/2015 09/30/2019 K19276 SINDHUPALCHOWK NEPAL NPL 34 06/01/2017 07/24/2019 Total 51

Total Number - Members 1,770 Total Number - Clubs 96 Date: 10/01/2019 Kiwanis International Page 1 of 1 Time: 12:20:07PM Administrative Action Report CUS9010

Exhibit 4: Kiwanis Clubs Returned to Good Standing from Charter Revocation Status Club Key Club Name St./Cntry No. Mbrs Date Organized Change Date K03 Capital

K17833 City Center Newport News VA 11 05/20/2009 07/17/2019 Total 11 K05 Florida

K07214 West Bradenton FL 13 05/15/1973 08/08/2019 K09544 Graceville FL 23 04/17/1979 07/12/2019 K17149 Pinecrest-Palmetto Bay FL 14 03/08/2005 07/05/2019 Total 50 K16 Nebraska-Iowa

K05788 Osage IA 24 10/02/1963 07/18/2019 Total 24 K19 New York

K02415 Roslyn NY 17 10/21/1940 08/13/2019 Total 17 K22 Pacific Northwest

K05854 Pacific (The), Vancouver BC 3 02/04/1964 07/08/2019 Total 3 K28 Western Canada

K04930 Queen City (The), Regina SK 7 03/26/1958 07/23/2019 Total 7

Total Number - Members 112 Total Number - Clubs 8 TAB 12 KIWANIS INTERNATIONAL BOARD MEETING OCTOBER 5, 2019

BOARD AGENDA POINT

DESIGNATION OF KIWANIS INTERNATIONAL OFFICERS

CORPORATE GOVERNANCE

Kiwanis International continuously strives to improve its governance in accordance as a not-for-profit corporation. To reach this goal, Kiwanis has adopted several new policies and practices in recent years, including whistle blower protection, a conflict of interest policy, clarification regarding affiliates and subsidiaries, companion travel guidelines, changes to background check policies, document retention and destruction, and more. Another aspect of operations that has come to light in recent years is the designation of officers, especially as the topic relates to potential liability. Some changes to the designation of officers should be considered to improve the governance and operation of the corporation.

CONCERN 1: NUMBER OF OFFICERS

Article XI, Section 1, of the Kiwanis International Bylaws, states: The officers of Kiwanis International shall be a President, President-Elect, Immediate Past President, Vice-President, Executive Director, fifteen (15) Trustees, and a District Governor for each district. The authority and duty of each officer shall be such as are defined in these Bylaws.

This means the corporation currently has nearly 70 officers: • The President, President-Elect, Immediate Past President, Vice President, and Executive Director (5) • The Trustees (15) • A District Governor for each district (approximately 45-50)

The Kiwanis International Board is the body that conducts the business of the organization. The Board is composed of the first two groups (minus the Executive Director). The district governors are not members of the Board. The governors’ duties, as stated in the K.I. Bylaws, are “furthering the Objects of Kiwanis International and promoting the interests of the clubs within their districts.” This means that 70 percent of organization’s stated officers have no regular contact with corporation operations at the Kiwanis International level and no part in the decision-making process beyond their own districts. However, having such a high number of officers provides greater liability potential for the organization. Kiwanis International may want to consider removing the governors as officers of Kiwanis International.

Note that such a change would not affect the governors’ role, responsibility, or authority as the highest officer of the district.

CONCERN 2: CONFUSION REGARDING WHO ARE OFFICERS

When someone refers conversationally to “the officers of Kiwanis International,” they are usually referring to the President, President-Elect, Immediate Past President, Vice President, and Executive Director. This applies even when the term is used by members of the Board and Past Presidents. This creates unnecessary and potentially harmful confusion within the organization. That confusion could be alleviated by removing not just the governors but the Trustees from the list of officers stated in the bylaws. This would bring the Bylaws in alignment with common practice and common conception.

Board Agenda Point on Designation of Kiwanis International Officers – Page 1

It is important to note that, like removing the governors as officers, this change would not affect the Trustees’ role, responsibility, or authority as members of the Board or with the corporation.

CONCERN 3: OTHER OFFICERS AND AGENTS

The bylaws of many organizations provide that the Board may name additional officers or agents if it deems them to be necessary or advisable. For instance, the Kiwanis Youth Programs Bylaws, created by legal counsel, provide that (Art. V, Sec. 1): “The officers of the Corporation shall consist of a Chair, a Designated Director, a Secretary, and a Treasurer. The Board of Directors may, by resolution, create, appoint and define the duties of such officers and agents as, in its discretion, is deemed necessary, convenient or expedient for carrying out the purposes of the Corporation.” Note that these persons would not be members of the Board unless they are expressly included in the separate provision about Board composition.

Kiwanis International has the following provision about additional officers:

ARTICLE XI. OFFICERS

Section 5. The Board of Trustees shall appoint and determine the salary of the Executive Director and shall have the power to appoint and determine the compensation of such other administrative officers as in its judgment may be necessary. (6/2010)

This is unclear, since the Bylaws state earlier (Sec. 1) that the officers are (and therefore are limited to) the President, President-Elect, Immediate Past President, Vice President, and Executive Director. Section 5 gives the Board the authority to appoint additional “administrative officers,” but it seems to imply that they are staff, since they receive compensation, and that potentially creates a conflict about who has ‘hiring and firing’ authority for them. For many years, senior management staff have had the title of “officer”. • Chief Financial Officer • Chief Communications Officer • Chief Operating Officer

Clarifying provisions regarding ‘other officers’ would improve the governance and operations of the corporation.

POTENTIAL AMENDMENTS

To make these changes, the K.I. Bylaws would have to be amended as follows:

ARTICLE XI. OFFICERS

Section 1. The officers of Kiwanis International shall be a President, President-Elect, Immediate Past President, Vice President, and Executive Director, fifteen (15) Trustees, and a District Governor for each district. The authority and duty of each officer shall be such as are defined in these Bylaws. The Board also may create, appoint, and define the duties of such other officers and agents it deems advisable. (6/2010)

Board Agenda Point on Designation of Kiwanis International Officers – Page 2

The Board should also add a new policy codifying the existing staff officer positions and clarifying authority over them. This does not need to wait for adoption of the amendment above, since Section 5 already allows for the appointment of “administrative officers.” A new policy could read as follows.

POLICY B. INTERNATIONAL ADMINISTRATION

24. Additional Officers or Agents

Kiwanis International shall have the following administrative officers with the duties as stated. As staff, these officers shall be under the authority of the Executive Director. • Chief Financial Officer: Shall have general oversight over the finances of the organization. • Chief Communications Officer: Shall have general oversight over the communication of the organization. • Chief Operating Officer: Shall have general oversight over operations of the organization not delegated to the other two officers.

NOTE: Article XIII (shown below) would still provide who are members of the Board. This does include the trustees, but does not include governors nor any additional officers or agents.

ARTICLE XIII. BOARD OF TRUSTEES Section 1. a. The Board of Trustees shall consist of the President, President-Elect, Immediate Past President, Vice-President, and fifteen (15) Trustees. (7/2006)

MAINTAINING SPECIAL PROVISIONS

As officers of Kiwanis International, certain requirements or conditions stated in the K.I. Bylaws currently apply to district governors and Trustees, such as background checks, conduct unbecoming, conflict of interest, etc. These provisions should be restructured to continue to apply to both groups, with no loss of rights, privileges, responsibilities, or protections. See Exhibit A for a list of bylaw provisions directly related to Kiwanis International Officers, the Board of Trustees, and governors which would require amendment (or consideration for amendment) to carry out all changes suggested in this agenda point.

If the Board adopts the recommendations in this agenda point, then it will also need to consider necessary revisions to the policies and procedures shown in Exhibit B. Those revisions will be considered at the January or April Board meeting.

CONSULTATION WITH LEGAL COUNSEL

Kiwanis International consulted outside legal counsel about our number of officers. Counsel’s response was:

“It is always more manageable to limit the number of decision-makers in any organization. With the current list of officers under Article XI, Section 1 of the bylaws, there are approximately sixty (60) individuals who are identified by titles as officers of Kiwanis International. There are clearly more individuals than are necessary to manage Kiwanis and the size creates issues regarding administration of meetings and voting. Therefore, it is my opinion that it would be beneficial to Kiwanis to reduce the number of individuals who are currently identified as officers. The only specified duties district governors as officers of Kiwanis is to further the Objects of Kiwanis and promote the interests of the

Board Agenda Point on Designation of Kiwanis International Officers – Page 3 clubs within their districts. Therefore, removal of district governors as officers seems to make sense in view of their limited duties as officers and because they represent the largest group of individuals who are identified as officers in the bylaws.”

RECOMMENDATIONS

Recommendation #1: That the Kiwanis International Board proposes amendments to the Kiwanis International Bylaws as shown in Exhibit A regarding designation of Kiwanis International officers.

Recommendation #2: That the Kiwanis International Board adopts new Policy B.24 – Additional Officers or Agents, as shown below. This change is not contingent upon the amendment being adopted and is therefore effective immediately.

POLICY B. INTERNATIONAL ADMINISTRATION

24. Additional Officers or Agents

Board Agenda Point on Designation of Kiwanis International Officers – Page 4 DESIGNATION OF KIWANIS INTERNATIONAL OFFICERS EXHIBIT A

EXISTING BYLAWS PROVISIONS FOR AMENDMENT

ARTICLE XI. OFFICERS AND TRUSTEES

Section 2. The administrative year of the officers and trustees of Kiwanis International shall begin on October 1 of each year. (6/1997) Comment: The term of district governors is already separately covered in Art. IX, Sec. 7.

Section 3. Each elected officer and trustee shall be an active member in good standing of a club and the members of the Board of Trustees shall have served as a district governor at least two (2) administrative years prior to assuming a Kiwanis International office. Each officer and trustee also shall have and maintain a clear criminal history background check conducted and verified by Kiwanis International. No offices shall be held by the same member, nor shall any officer simultaneously hold more than one (1) International office. No person shall simultaneously serve as an officer and a trustee nor hold any other district or regional office. (6/2018) Comment: A requirement for Governors (and Govs-elect and Vice-Govs) to have a background check is already covered in Art. IX, Sec. 4.) Comment: The addition of “nor hold any other district or regional office” is not strictly necessary to remove Trustees and Governors as Officers. However, this might be a good opportunity to formally codify something that has been informally discouraged and assumed for many years.

Section 4. All officers, except the Executive Director, and trustees shall serve without compensation. No elected officer or trustee shall accept any remunerative employment from Kiwanis International. (6/2010)

Section 6. The President, President-Elect, and Vice-President shall be elected at the annual International convention for a period of one (1) administrative year. In order to occupy any such office, the member must have served two (2) years as Trustee. (6/2015)

Section 7. Trustees

a. The term of office of Trustees each Trustee shall be three (3) years, except for those elected to fill vacancies as provided in these Bylaws.

b. No member person shall serve for more than four (4) years in the office of Trustee. However, the time served by any member appointed by the International Board to fill an unexpired portion of a vacant term shall not count in determining the number of years served in the office of as Trustee for the purpose of this provision. (6/2015) Comment: Changing the word “member” to “person” is not strictly necessary to remove Trustee and Governors as officers. But it helps to clarify whether it refers to a Kiwanis club member or a K.I. Board member. Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 1

c. Five (5) Trustees shall be elected each administrative year: three (3) from the United States and Pacific Canada Region and two (2) from other regions as provided in these Bylaws. (6/2010) (See also Interpretations.)

Section 8. The district governors shall be elected by and from the districts in the manner prescribed in the district bylaws. Comment: This is already covered in Art. IX, Sec. 6.

Section 9. All officers and trustees shall serve until their successors are elected and qualified.

Section 10. A vacancy occurring in any elective office or trustee seat shall be filled in the manner prescribed in these Bylaws.

Section 11. In the event that a Trustee with a remaining term in office of one (1) year seeks to be elected to an office above the level of Trustee, the term of office of said Trustee shall end on September 30 following the annual International convention at which the Trustee seeks higher office. (7/1998)

ARTICLE IX. DISTRICTS

Section 8. The district governor, in order to serve as an officer of Kiwanis International, the governor- elect, and the vice-governor (if any) shall perform such duties and responsibilities as are currently prescribed or as may be amended in these Bylaws, Kiwanis International Board Policies and Procedures, and the district bylaws. (6/2010)

ARTICLE XII. DUTIES OF OFFICERS

Section 1. President

The President shall preside at all International conventions and at all meetings of the Board of Trustees, Executive Committee, and International Council of Kiwanis International. The President shall exercise general supervision over the activities of Kiwanis International and shall perform such other duties as usually pertain to the office of President. (7/2007)

Section 2. President-Elect

The duties of the President-Elect shall be such as are from time to time assigned by the Board of Trustees.

Section 3. Immediate Past President

The Immediate Past President shall perform the duties provided in these Bylaws, or as may be from time to time assigned by the Board of Trustees. (6/1989)

Section 4. Vice-President

The Vice-President shall perform such duties as usually pertain to the office or as may be assigned from time to time by the President or the Board of Trustees. (6/2012)

Section 5. Executive Director

a. The Executive Director shall be the active managing officer of Kiwanis International under the supervision and direction of the President and the Board of Trustees. The Executive Director shall Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 2 assist the President and the Board of Trustees in conducting the business of Kiwanis International, and shall perform such duties as are specified or implied in these Bylaws or as may be assigned by the Board of Trustees. (6/2010)

b. The Executive Director shall attend all meetings of the Board of Trustees, the Executive Committee, and the International Council, and all International conventions, and shall act as the secretary thereof, but shall have no vote. (6/2010)

c. The Executive Director shall give bond for the faithful discharge of the duties of such office in a sum and with such sureties as are required by the Board of Trustees. (6/2010)

d. The Executive Director shall sign all documents issued by Kiwanis International when required; affix the corporate seal of the organization when required; keep the financial accounts and records; and be responsible for proper internal control procedures, including the receipt, deposit, and disbursement of Kiwanis International funds in the manner authorized and prescribed by the Board of Trustees. The Executive Director shall regularly review and advise the Board of Trustees on the financial condition of Kiwanis International. The financial accounts, records, and books of Kiwanis International shall at all times be open to the inspection of the President, the Board of Trustees, and any auditors named by the Board of Trustees. (6/2012)

e. The Executive Director shall make a report to Kiwanis International at the annual International convention and such other reports as directed by the President or the Board of Trustees. (6/2012)

f. The Executive Director shall be the executive in charge of the Kiwanis International Office and regional offices and their departments and shall be responsible for the selection and the supervision of the staff and employees, subject to the direction and control of the Board of Trustees. The Executive Director shall act as Editor of any official publications of Kiwanis International with duties as defined in these Bylaws. (6/2010)

Section 6. District Governors

Under the direction and supervision of the Board of Trustees of Kiwanis International, district governors shall have the duty of furthering the Objects of Kiwanis International and of promoting the interests of the clubs within their districts. (6/1989) Comment: This would now be covered in Article IX, Section 8.

Section 7. Board of Trustees

All members of the Board of Trustees, in order to serve as officers of Kiwanis International, shall perform such duties and responsibilities as are currently prescribed or as may be amended in these Bylaws and Kiwanis International Board Policies and Procedures. (7/1998) Comment: This has been moved to Article XIII.

ARTICLE IX. DISTRICTS

Section 8. Under the direction and supervision of the Board of Trustees of Kiwanis International, district governors shall have the duty of furthering the Objects of Kiwanis International and of promoting the interests of the clubs within their districts. Additionally, the district governor , in order to serve as an officer of Kiwanis International, the governor-elect, and the vice-governor (if any) shall perform such duties and responsibilities as are currently prescribed or as may be amended in these Bylaws, Kiwanis International Board Policies and Procedures, and the district bylaws. (6/2010)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 3 ARTICLE XIII. BOARD OF TRUSTEES

Section 1.

a. The Board of Trustees shall consist of the President, President-Elect, Immediate Past President, Vice-President, and fifteen (15) Trustees. (7/2006)

b. For the purpose of providing Trustee representation on the Board of Trustees, Kiwanis International shall be divided into seven (7) electoral regions as follows, each to include areas as defined by the International Board: (6/2010)

• Africa • Asia-Pacific • Canada and Caribbean • Europe • Latin America • Middle East • United States and Pacific Canada (6/2010)

c. The Trustees of the Board of Trustees shall be elected so as to provide that: (6/1997)

(1) The Asia-Pacific Region is guaranteed two (2) Trustees, to be selected by that region by a procedure it recommends and which is approved by the Board of Trustees. (6/2010)

(2) The Canada and Caribbean Region is guaranteed one (1) Trustee, to be selected by that region by a procedure it recommends and which is approved by the Board of Trustees. (6/2010) (See also Interpretations.)

(3) The Europe Region is guaranteed two (2) Trustees, to be selected by that region by a procedure it recommends and which is approved by the Board of Trustees. (6/2010)

(4) The United States and Pacific Canada Region is guaranteed nine (9) Trustees to be elected at- large by delegates from that Region at the annual International convention until such time that an alternate plan is presented by the Region and approved by the Board of Trustees. (6/2010)

(5) Other Regions. When another region has a minimum of two districts, it will be considered by the Kiwanis International Board for a guaranteed seat, subject to the appropriate amendment of this Article. (6/2010)

(6) At-Large Seat. Until such time that all defined regions have at least one (1) guaranteed seat on the Kiwanis International Board, there shall be one at-large seat, which shall be filled by a nominee from any region other than the United States and Pacific Canada Region and shall be elected at-large at an annual International convention by delegates and delegates-at-large from all regions. (6/2010)

d. No district may have more than one (1) member on the Board of Trustees. (See also Interpretations.)

e. A district shall not have a club member on the Board of Trustees for one (1) administrative year after another member from that district has completed service on the Board of Trustees, except where necessary to fill a guaranteed seat as provided in these Bylaws. (6/2015) (See also Interpretations.)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 4 Section 2. The Board of Trustees of Kiwanis International shall hold not less than three (3) regular meetings each year at such times and places as may be determined by the Board or by call of the President. Notification of the time and place of all regular meetings of the Board shall be sent to each member of the Board by the Executive Director not less than thirty (30) days prior to said meeting. (6/2012)

Section 3. The Board of Trustees of Kiwanis International may hold special meetings at the call of the President or by the written request of at least seven (7) members of the Board. Notification of the time and place of all special meetings shall be sent to each member of the Board by the Executive Director not less than seventy-two (72) hours prior to said meeting. Each Board member should confirm receipt of notification prior to the meeting to ensure at least a quorum will be present. (6/2012)

Section 4. With the approval of the President, the Board of Trustees may meet and conduct business by any method that allows all participants to simultaneously communicate with one another or as otherwise allowed by law where Kiwanis International is incorporated. Participation by such methods constitutes attendance. Normal Board meeting rules and processes apply unless otherwise previously determined and announced by the Board. Any voice votes not clearly reflecting the necessary number for a motion to pass must be taken individually; however, only adoption or failure must be included in the minutes. If written votes are desired, they may be made by email, fax, or postal mail within a designated period of time following the meeting, as determined by the Board. However, no action adopted shall go into effect for ten (10) days after the Executive Director shall have sent to each member of the Board a report of the tabulated result of such vote. The vote and report shall be recorded in the minutes of the meeting. The ballots shall be produced at the following meeting of the Board before being destroyed. (6/2012)

Section 5. Ten (10) members of the Board of Trustees shall constitute a quorum for the transaction of all business, except in cases where a larger vote is required under these Bylaws. (6/1997)

Section 6. The management and control of the affairs of the organization not otherwise provided in these bylaws shall be vested in the Board of Trustees. The Board shall provide effective and ethical management of the organization in compliance with all applicable laws and the mission of the organization. (7/2014)

Section 7. The Board of Trustees shall define the policies of Kiwanis International. All policies adopted by the Board of Trustees shall be published in an official publication within one hundred and twenty (120) days following such adoption. (7/2014)

Section 8. All members of the Board of Trustees shall perform such duties and responsibilities as are currently prescribed or as may be amended in these Bylaws and Kiwanis International Board Policies and Procedures. (7/1998)

Section 8 9. The interpretation of these Bylaws by the Board of Trustees shall be final and binding, unless such interpretation is changed or rescinded at a subsequent International convention. To change the interpretation, the proposer must provide the wording of the proposed change. (7/1998) (See also Interpretations.)

Section 9 10. The Board of Trustees shall establish and implement a strategic plan for Kiwanis International, which shall be reviewed annually and revised as necessary. (7/2014)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 5 ARTICLE XIV. INTERNATIONAL COUNCIL

Section 3. The International Council shall consist of the Board of Trustees, the Past International Presidents, the district governors, and the chairs of any Kiwanis International affiliates. In case any district governor cannot be present at a meeting of said Council, the district board may designate another district officer to attend as a replacement with like powers and privileges. (6/2016) Comment: Unless we want to remove governors as members of Council, no changes are needed to Article XIV.

Section 4. The International Council shall confer with and advise the Board of Trustees on matters relating to Kiwanis International. By a vote of two-thirds (2/3) of the entire Council at any meeting, the International Council may enact or amend any provisions of these Bylaws that require a majority vote, provided a copy of any proposed amendment is sent to each member of the Council not less than thirty (30) days prior to the meeting of the Council. Amendments to these Bylaws passed by the International Council shall remain in force, unless rescinded at the next succeeding International convention, in accordance with these Bylaws. (7/2007) Comment: This section is shown for reference only regarding the powers of Council.

ARTICLE XVI. DELEGATES AND DELEGATES-AT-LARGE

Section 4. Elective International officers as defined in Article XI, Section 1, Kiwanis International Officers and Trustees, Past International Presidents, Chairmen of current International, Standing, and Special Committees of Kiwanis International, governors, governors- elect, vice-governors, district trustees, district treasurers, district secretaries, lieutenant governors, lieutenant governors-designate, and past district governors who are active members shall be delegates-at-large to all International conventions. (6/2015) Comment: “Elective International officers” currently includes governors.

ARTICLE XIX. DISCIPLINE OF OFFICERS AND VACANCIES IN OFFICE

Section 8. If a Kiwanis International Officer or Trustee is alleged by the President or two-thirds (2/3) of the Board of Trustees to be failing to perform his/her duties, the Board shall investigate the allegation and determine the matter at a meeting held within forty-five (45) days after the investigation is complete or as soon as reasonably possible. Written notice of the allegation, investigation, and meeting shall be given to the accused officer at least thirty (30) days prior to the meeting. The accused officer shall be permitted to attend the meeting and present a defense. If the allegation(s) is sustained by no less than a two-third (2/3) vote of the entire board, the office or trustee seat shall be declared vacant. (6/2013)

Section 9.

a. If an allegation is made against a Kiwanis International officer or trustee of conduct unbecoming a member of the Kiwanis family, the President (or Immediate Past President, if the President is accused) shall consult the procedures to be followed for investigating such allegation and shall appoint a special investigator to investigate the matter. If the investigation determines that there is a reasonable basis for the allegation, the President shall

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 6 notify the accused officer and shall refer the matter to the Board to conduct a hearing to decide the matter. The Board shall produce a report setting forth its decision whether the officer accused did or did not engage in conduct unbecoming and, based on that decision, whether he/she shall be disciplined. (6/2013) Comment: Conduct unbecoming related to a district governor is covered in the Standard Form for District Bylaws. Note: An adjustment to the Standard Form will also be necessary on this aspect.

b. If either the accused officer or the Investigator believes some part of the investigation process was faulty or the determination was incorrect, either party has the right to request in writing reconsideration by the Board. The Board’s decision on the matter shall be final. (6/2013)

c. If, at any point during the ‘conduct unbecoming’ process, possible criminal wrongdoing is discovered, the matter shall be reported to the proper authorities. (6/2013)

d. All materials, facts, and information related to the investigation, determination, and reconsideration (if any) shall be kept confidential at all times by any parties or persons involved in any part of the process. (6/2013)

e. Kiwanis International shall retain all official records on the matter (Allegation Report, Investigation Report, Hearing Record, Board Report, and Reconsideration Record if any) in a confidential file as long as required by applicable law. (6/2013)

Section 10. If the Kiwanis International officer is a district governor and the office is declared vacant, the district shall be notified and advised that it should act to fill the vacancy, according to the district bylaws. (6/2013) Comment: A vacancy in governor, for any reason, is already covered in the Standard Form for District Bylaws (Art. VIII, Sec. 1.)

Section 11. Whenever an International officer or trustee is removed from office for reasons involving conduct unbecoming or failure to perform the duties of office or resigns from their office or position, that member may be declared by the International Board to be ineligible to hold an International office or appointment in the future. (6/2015)

Section 14. In the event of a vacancy in the office of district governor for any district during the administrative year, by a majority vote of the district board, the vacancy shall be filled by a past governor, current or past trustee (if any), or a current or past lieutenant governor of that district who is an active member of a club in the district. (7/2014) Comment: This is already covered in the Standard Form for District Bylaws (Art. VIII, Sec. 1.)

Section 15. In the event of disability or inability of a governor-designate to serve for the year for which elected, as determined by a two-thirds (2/3) vote of the entire district board-designate, the district board-designate for said year shall proceed to elect a successor as prescribed in the district bylaws for filling vacancies in office during the administrative year. (7/2014) Comment: This is already covered in the Standard Form for District Bylaws (Art. VIII, Sec. 6.)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 7 Section 16. In the event that a district governor is temporarily incapacitated and unable to discharge the duties of the office, the district board shall elect by a majority vote of the district board, a past governor, current or past trustee (if any), or a current or past lieutenant governor of that district who is an active member of a club in the district to become acting governor of the district until the district governor is able to reassume said duties. While the district governor is incapacitated, the acting governor shall have all the duties, responsibilities, and authority given to the district governor by the bylaws of the district and the Bylaws of Kiwanis International. If, after a period of sixty (60) days, it shall appear to the district board that the district governor continues to be incapacitated and is not able to reassume the duties and responsibilities of the office, the district board may declare the office of district governor vacant and the vacancy shall be filled in accordance with the provisions for filling vacancies in office as prescribed in the district bylaws. (7/2014) Comment: This is already covered in the Standard Form for District Bylaws (Art. VIII, Sec. 7.)

ARTICLE XXIV. INSURANCE AND INDEMNIFICATION

Section 3. The Board of Trustees may provide, through insurance or otherwise, indemnification to the past and present Trustees, officers, employees, or agents of Kiwanis International to the extent permitted by the laws of the State of Indiana applicable to not-for-profit corporations. (10/1998) Comment: This would still apply, without change, to trustees and governors who were Kiwanis International officers in the past.

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit A – Page 8 DESIGNATION OF KIWANIS INTERNATIONAL OFFICERS EXHIBIT B

EXISTING POLICIES AND PROCEDURES FOR POTENTIAL REVISION

KIWANIS INTERNATIONAL POLICIES

POLICY B. INTERNATIONAL ADMINISTRATION

10. Definition of ‘Conduct Unbecoming’

B. Conduct Unbecoming a Kiwanis International Officer (4/13)

In addition to the basic definition of ‘conduct unbecoming a member of the Kiwanis family’ as shown above, the definition is expanded for Kiwanis International officers (Kiwanis International Board Members and District Governors) to further include any of the following offenses committed while serving in office: (4/12) (4/13) 1. Engaging in profanity or making derogatory statements or engaging in offensive behavior based on race, color, gender, age, disability, economic status, religion, or national origin. (4/12) 2. Engaging in unwanted touching at any time. (6/99) 3. Creating a hostile atmosphere. (6/99) 4. Being convicted of any felony or misdemeanor involving moral turpitude. (4/12)

13. District Officer Accused of ‘Conduct Unbecoming’

a. If an allegation of ‘conduct unbecoming a member of the Kiwanis family’ is made against a district officer (other than the Governor, who is also a Kiwanis International Officer – see separate policy), allegedly committed while he/she was engaged in his/her duties as a district officer, the process for addressing such allegation shall be generally as follows, as further defined in Kiwanis International procedures. (4/13)

14. Kiwanis International Officer Accused of ‘Conduct Unbecoming’

a. If an allegation of ‘conduct unbecoming a member of the Kiwanis family is made against a Kiwanis International officer (which includes a district governor), allegedly committed while he/she was engaged in his/her duties as a Kiwanis International officer, the process for addressing such allegation shall be generally as follows, as further defined in Kiwanis International procedures. (4/13)

15. Conflict of Interest In order to protect its interests as a tax-exempt organization, Kiwanis International, when contemplating a transaction or arrangement that might benefit the private interest of or that might result in a possible excess benefit transaction for an International Officer (Kiwanis International Board Members and Governors) or a member of a committee with Board- delegated responsibilities or powers, Kiwanis International shall exercise due diligence to assure no conflict of interest exists and/or it shall take appropriate disciplinary and corrective action, as defined in procedure, if, upon investigation, a conflict of interest is determined to

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit B – Page 1 exist. This policy and accompanying procedure is intended to supplement, but not replace, any state and federal laws applicable to nonprofit and charitable organizations. (4/07) (6/10)

International Officers must represent unconflicted loyalty to the interests of Kiwanis membership. This accountability supersedes any conflicting loyalty such as that to advocacy or interest groups and membership on other boards or staffs. (1/08) (6/10)

International Officers must not use their positions to obtain employment at Kiwanis International for themselves, immediate family members, or associates and must wait for three years after most recently serving in office to apply for employment for any paid service within Kiwanis International. (1/08) (6/10)

16. Criminal History Background Checks

a. Kiwanis International (4/15)

Kiwanis International requires a clear criminal history background check for the following individuals, which must be conducted and verified by Kiwanis International in accordance with Kiwanis International Procedure. Kiwanis International recognizes only its own background check process for these persons; other background checks are not accepted: (4/10) (4/15)

(1) Kiwanis International Officers: A clear background check is necessary prior to assuming any Kiwanis International office, including District Governor. Persons without a clear check may not hold office. (4/15)

(2) Candidates for Kiwanis International offices: A clear background check is necessary by the required deadline for announcing candidacy for any candidates for any Kiwanis International Office, including District Governor. Persons without a clear check may not be elected. (4/15)

The Kiwanis International Board shall be advised if a background check pertains to an officer or officer-designate and either: (1) indicates a problem or concern that requires further investigation; or (2) is determined to be not clear and thus causes automatic denial of the right to hold office. In either case, the Executive Director or designee shall notify such person of the not-clear check. (4/10) (4/15)

b. Districts (7/17)

(1) Governors-elect and Vice-Governors: Kiwanis International requires clear criminal history background checks for District Governors-elect, Vice-Governors, and any other district office in direct line of succession to become Governor, as well as candidates for such offices. These checks must be conducted and verified by Kiwanis International in accordance with Kiwanis International Procedure. (4/10) (4/15)

(2) Criteria and Service Provider: All districts conducting criminal history background checks are required to follow Kiwanis International’s criteria when determining if the checks are clear. To assure high standards and consistent results throughout the organization, districts are encouraged to use the same service provider used by Kiwanis International. (4/12) (4/15)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit B – Page 2 All background checks conducted by districts shall conform to local laws and other applicable requirements, if any. (1/07) (4/15)

Districts requiring background checks shall first clearly define and publicize the criteria, process, and ramifications in district policy and/or procedure. Consult Kiwanis International for recommended guidelines. (4/12) (4/15)

17. Accountability of Kiwanis International Officers All Officers of Kiwanis International, which includes district governors, and all offices in direct line of succession to Governor are subject to the same ethical standards and disciplinary actions. (4/10)

18. Social Media Guidelines All Kiwanis International Officers shall adhere to the following guidelines when posting to a Blog, making comments online, or using Facebook, Twitter, YouTube, LinkedIn, Flickr or any other tools that fall within the social media realm. (10/10)

Recognizing that the individual actions of each Kiwanis club member reflect upon the entire organization, the Board urges all districts and clubs to adopt a similar policy and for all Kiwanis members to abide by these guidelines. (10/10)

a. Be aware that you are responsible, legally and morally, for what you say and post online. b. Remember that your audience may include Kiwanis family members and nonmembers, both adults and youth, from many cultures throughout the world. c. Talk about your Kiwanis experience in positive terms. d. Make it clear that you are speaking only for yourself and any views posted are yours alone. e. Online conversations should be open, honest, and honorable. f. Do not post any items, make any comments, or share any material that would be inappropriate for children to read, view or share. g. Add value to the conversation. h. Know when to respond. You may disagree with a post, but never fight or air grievances online, and don’t get caught up in someone else’s rant or rage. i. Do not use foul language. j. Don’t speak of others in derogatory or degrading terms. k. Prior to posting any media online, obtain permission from any individuals who appear in that media. It could be illegal to do otherwise. l. Adhere to copyright and fair use. m. Use factual information and cite sources. (10/10)

KIWANIS INTERNATIONAL PROCEDURES

103 - KIWANIS INTERNATIONAL OFFICER ACCUSED OF CONDUCT UNBECOMING

103.1 - Allegation and Investigation

A. Allegation: If any club member or Kiwanis International officer observes or has knowledge of* behavior by a Kiwanis International officer that he or she believes constitutes ‘conduct unbecoming a member of the Kiwanis family’ as defined in

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit B – Page 3 Kiwanis International policy and which may have been committed in his/her capacity as a Kiwanis International officer, the member shall report such allegation in writing (hereinafter referred to as the “Allegation Report”) immediately to the International President. (4/13)

196 – CONFLICT OF INTEREST

196.1 - Definitions

B. Interested Person: Any International officer (Kiwanis International Board member or Governor) or member of a committee with Board-delegated powers or Staff who has a direct or indirect financial interest, as defined below, is an interested person. (4/07) (4/15)

223 - RESPONSIBILITIES OF THE DISTRICT GOVERNOR-ELECT

223.1 - Agreement to Fulfill Duties of Office Upon announcement of candidacy for governor-elect, candidates shall enter into an agreement with Kiwanis International whereby, if successful, the candidate agrees to fulfill the duties of office, as stipulated by Kiwanis International. The terms of such agreement must be fulfilled in order for the candidate to serve as governor of the district and an Officer of Kiwanis International. (1/98) (9/99)

223.2 – Duties (1/13) The governor-elect, in preparation to be an Officer of Kiwanis International, shall: (10/96) (1/13)

A. Fulfill the responsibilities of governor-elect as defined in the Bylaws, Policies, and Procedures of Kiwanis International and in the district bylaws, and support the governor in his/her role as an Officer of Kiwanis International. (10/90) (10/96)

B. Attend all governors-elect meeting(s) required by Kiwanis International. (10/90) (1/00)

C. Attend the International Convention and the meeting for governors-elect held at that Convention. (10/90) (10/96)

D. Organize the training of the incoming lieutenant governors and district committee chairmen and monitor those individuals through the year to assure performance of responsibilities. (10/90)

E. Be responsible for implementing the Club Officer Education programs. (5/93) (1/00)

F. Be responsible for education programs and forums at the district convention. (5/93) (10/96)

G. Develop a membership growth plan, including specific targeted sites for new club building, and provide it in writing to the International President-designate prior to the start of the administrative year. (2/95)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit B – Page 4 224 - RESPONSIBILITIES OF THE DISTRICT GOVERNOR (1/13)

The governor, as an Officer of Kiwanis International, shall: (10/96) (1/13)

A. Fulfill the responsibilities of governor as defined in the Bylaws, Policies, and Procedures of Kiwanis International and in the district bylaws. (10/90) (10/96)

B. Develop a growth plan for the district and supervise the implementation of that plan. (10/90)

C. Actively promote the participation of clubs in the Objects, Goals, and programs of service, including Young Children: Priority One. (10/90) (10/96)

D. Attend and participate fully in the International Convention. (10/90) (10/96)

E. Promote prompt payment of district and club financial obligations to Kiwanis International, the district, and the federation (if any), and follow-up on any delinquencies. (10/90) (5/93)

F. Promote 100 percent filing of annual club reports. (10/90)

G. Actively promote the sponsored programs of Kiwanis International (where applicable) and assure proper supervision of those programs on a local, divisional, and district level. (10/90) (5/93)

H. Attend the regional conference for district governors. (10/90)

I. Encourages the promotion of the Kiwanis International Foundation by the district chair. (Applies to districts in the U.S. only.) (10/90) (1/13)

J. When applicable, plan and make arrangements for the official visit to the district by the International President. (5/93)

K. Plan and develop the program for the district convention and mid-year conference, and delegate to the governor-elect the responsibility of implementing the leadership education programs and forums at the district convention, with the governor assuring that adequate time and proper facilities are provided. (5/93)

L. Assure that the International Board is kept abreast of district developments. (10/90) (7/07)

M. At the district convention, assure that the International Board Counselor has adequate time to present the message from Kiwanis International, to discuss any problems or concerns, and to provide counseling to members in attendance. The International Board Counselor should receive the courtesies appropriate to a representative of the International President. (10/90) (5/93)

N. Promote attendance at the International Convention. (10/90) (5/93)

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit B – Page 5

From the STANDARD FORM FOR DISTRICT BYLAWS COMMENT: This provision should not be totally overlooked in the process.

ARTICLE III – OFFICERS

Section 6. The Governor-elect has the further duties and responsibilities:

a. Attend all meetings required by Kiwanis International for Governors-elect, including the Governors-elect Education Conference and the International Convention.

b. Be responsible for the training of incoming Lieutenant Governors, Trustees, and district committee chairs; for implementing club education programs; and for education programs at the district convention.

c. Support the Governor in his/her role as an officer of Kiwanis International.

Board Agenda Point on Designation of Kiwanis International Officers – Exhibit B – Page 6 Kiwanis International Strategic Plan Tab 13 Updated: October 2019

Motto Serving the Children of the World

Defining Statement (Mission) Kiwanis is a global organization of volunteers dedicated to improving the world one child and one community at a time.

Vision Statement Kiwanis will be a positive influence in communities worldwide... so that one day, all children will wake up in communities that believe in them, nurture them and provide the support they need to thrive.

Vivid Description of our Future Our global network includes a dynamic family of clubs, individual supporters, alumni, donors, non- governmental organization (NGO) partners and corporate sponsors. Every community around the world has an opportunity to participate in or benefit from a Kiwanis experience. Based upon a legacy of service to youth and children, this global network is dedicated to building community and improving lives by providing opportunities for service, fellowship, leadership, and philanthropy according to local needs, cultures, and member interests.

Key Concepts Focus on Clubs. Our primary focus must be support for our member clubs – the clubs are central to our success. They are the reason we exist. In everything we do, we must prioritize our communication with and support of our clubs. And most importantly, the creation of new clubs everywhere increases the Kiwanis impact, enhances the global brand, and reduces the shared cost.

Kiwanis Community. A local network of Kiwanis family clubs, supporters, donors and alumni, for-profit and not-for-profit organizations, and others including governments, educational institutions and others that work together under the Kiwanis name to deliver meaningful and impactful service for youth and children to the defined local community.

Global Network of Service. The worldwide grouping of traditional Kiwanis family organizations and clubs, non-traditional Kiwanis members, supporters, donors and alumni, and other for-profit and not-for- profit organizations that have united under the Kiwanis name to deliver meaningful and impactful service for youth and children to communities of the world.

Signature Project. An annual or recurring, significant, high impact, high visibility project within a community that is planned and executed by Kiwanis and its network that defines Kiwanis in the community that benefits youth and/or children.

Service Leadership Programs as Partners. The Kiwanis Service Leadership Programs clubs and members, including Aktion Club, Builders Club, Circle K, K-Kids and Key Club, not only as service programs of Kiwanis, but are full-fledged partners in service as part of the global and community Kiwanis networks.

Organizational Alignment The Kiwanis Children’s Fund exists to support Kiwanis International’s strategic priorities by a) building sustainability through an endowment, b) increasing donors and donations through annual giving, c) building philanthropy and philanthropic competency throughout the organization.

Document updated: November 6, 2019 Kiwanis International Strategic Plan Tab 13 Updated: October 2019

Kiwanis Youth Programs exists to deliver Kiwanis-branded youth leadership, citizenship and service programs for children, adolescents and teens to and through the Kiwanis Global Network of Service.

Circle K International exists to deliver Kiwanis service and leadership programming to and through clubs on university and college campuses across the globe.

Kiwanis districts exist to support Kiwanis International and its member clubs through growth and education of existing clubs and expansion of Kiwanis clubs into new communities.

Other Kiwanis subsidiaries and affiliates can be created to improve organizational efficiency, meet the ever-changing legal requirements and standards in different countries and regions, and deliver Kiwanis closer to the clubs.

Strategic Plan Priorities Membership and engagement To build, retain and support a growing Kiwanis membership network. Strategies: • Focus responsibility and accountability for growth to officers of Kiwanis International, its subsidiaries and its districts. • Prioritize membership growth and retention for existing clubs. • Institutionalize new club growth in every division of every district. • Improve the club experience. • Maximize the use of technology for new and existing members. • Keep former members engaged as supporters and donors. • Expand successful SLP programs for growth.

Leadership and education Develop competent, capable, caring leaders across the Kiwanis family. Strategies: • Assess all district and Kiwanis International leadership positions, modernize roles and responsibilities to address future organizational needs. • Assess current educational components and realign future offerings and delivery systems to accomplish organizational priorities and goals. • Create resources and pathways for future and emerging leaders throughout the organization. • Make necessary governance structure changes and allocate adequate resources to implement all improvements. • Invest in a major leadership and education initiative.

Community impact Perform meaningful service, with service to children as our priority. Strategies: • Continue to focus on signature projects as a key for effective and impactful community service in Kiwanis communities. • Continue to encourage active support of Kiwanis Service Leadership Programs by all Kiwanis clubs everywhere. • Continue to utilize the Kiwanis Children’s Fund and all Kiwanis foundations everywhere to fund Kiwanis signature projects and Kiwanis-branded service.

Branding and image Enhance the Kiwanis image and brand worldwide. Strategies: • Continue to unite the Kiwanis brand for Kiwanis clubs, districts, foundations, subsidiaries and

Document updated: November 6, 2019 Kiwanis International Strategic Plan Tab 13 Updated: October 2019

affiliates. • Continue to build branding and marketing strategies to prioritize membership growth.

Financial viability Ensure financial viability and responsible stewardship. Strategies: • Streamline and improve efficiency in all financial operations. • Improve cost-effectiveness in all aspects of operations. • Continue to expand existing and develop new non-dues revenue sources. • Continue to grow the Kiwanis Children’s Fund and endowment. • Maximize performance of our investment portfolios.

Document updated: November 6, 2019 TAB 14 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON AUDIT AND FINANCE

SEPTEMBER 30-OCTOBER 5, 2019

Thursday, October 3, 2019 Kiwanis International Office Indianapolis, Indiana, USA Detroit Room

In Attendance Committee Members Greg Beard, Chair Katrina Baranko, Vice-Chair Gunnsteinn Björnsson George R. Delisle David W. Hurrelbrink Peter J. Mancuso Cathy Szymanski Arthur N. “Art” Riley

Staff Liaisons Bob Broderick Bill Parker

Guests Daniel Vigneron Ann Updegraff Spleth Regina Dreessen Janice Schepers Ginger Fontan David Kress Richard Wittgren, BKD Representative Trent Cowles, Merrill Lynch Representative

1. Call to order: 9:00 a.m.

2. Strategic Items - Items which accomplish the goals and priorities of the strategic plan and require committee deliberation and discussion before ratification

a. Review of Board Committee Responsibilities

The Committee was reminded by the Chair concerning its responsibilities and the Strategic Plan goals as it pertains to the Committee.

Board Committee on Audit and Finance Report - Page 1

3. Other Business Items – Items which are generally operational in nature and require committee deliberation and discussion before ratification.

a. CFO Update and Current Financial Performance

Bob Broderick presented a PowerPoint presentation on the August 31, 2019 financial performance of Kiwanis International, Kiwanis Youth Programs and Kiwanis Children’s Fund. The Committee asked questions of Staff during the presentation. The Committee accepted the report as presented.

b. 401(k) Plan Review Update

The Committee reviewed the plan and appreciates the well-managed benefit offered to the employees. The funds are closely monitored by a Financial Organization – Strategic Retirement Partners (SRP), who insure we meet the regulations of the Department of Labor. Bob Broderick, Ginger Fontan and Stan Soderstrom are fiduciaries of the Plan. All fiduciaries are required to attend mandatory training administered by SRP. There is a high rate of Staff participation in the plan, currently at 95%. The participation rate is above the industry standard. The plan is administered by The Principal Financial Group and received a clean audit conducted by BKD, LLP. A new audit was conducted (2) weeks ago and the results will be available in approximately (2) months.

c. Review of Investment Report

The Committee was provided a copy of the monthly investment report from Merrill Lynch as of September 30, 2019. Trent Cowles, Merrill Lynch Investment Advisor, gave a verbal report to the Committee on the current results of the investment portfolio including:

• Since inception (January 2014), Kiwanis’ investments have grown to US$26,266,860, an increase of US$1,570,146. This includes cumulative withdraws in the amount of US$7,141,599 (Board initiatives for the Kiwanis 100-year celebration and the Formula expenditures) and cumulative earnings of US$8,711,745. • Rate of return - since inception of 6.57% vs. advisor defined style index of 7.13% • Rate of return – last five years of 6.25% vs. the advisor defined style index of 6.88% • Rate of return – last three years of 8.34% vs. the advisor defined style index of 8.15% • Rate of return – last one year of 3.15% vs. the advisor defined style index of 5.48% • The move to the allocation model of Moderately Aggressive with Alternative Investments (targeted annual rate of return of 7%) has improved the comparison of the current cumulative time weighted return since inception (6 years) of 43.41% to be closer to the advisors defined style index of 47.74% • The current asset allocation is 72.09% in equities, 11.19% in fixed income, 2.34% in cash, and 14.38% in alternative investments. • Investment managers are currently outperforming the index.

Board Committee on Audit and Finance Report - Page 2 d. Appointment of Members to the Subcommittee on Executive Director’s Expenses

Kiwanis International Board established a practice whereby the expenses of the Executive Director would be reviewed by a subcommittee of the Audit and Finance Committee. As such, the Chair of the Committee appointed the following members to the Subcommittee:

● Katrina Baranko ● Gunnsteinn Björnsson ● Greg Beard e. Review of the Executive Director’s Expenses

The Executive Director Expense Report Review Subcommittee met to review the Executive Director’s expense reports from April 1 - September 30, 2019. The Subcommittee discussed the expenses with Staff and no issues were reported. f. ROI (Return on Investment) on 2nd Year Free Dues

Bob Broderick provided information on the various waivers Kiwanis International offers to its members and provided an analysis of the 2nd Year Free-Dues Waiver. The analysis included cost figures between fiscal year 2014 through August 2018. It also showed the number of new clubs opened between January through September for those fiscal years and how many of those clubs (and members) have been retained.

After a thorough discussion the committee requested that staff update the information through fiscal year 2019. The Committee also asked staff to compare this information to the overall retention rate (i.e., retention rate for new clubs opened between January through September vs. retention rate for new clubs opened during the entire fiscal year). The updated information will be reviewed at the January board meeting. g. Additional Expenses from Other Committees

The Committee was informed that the Public Relations, Image and Marketing Committee will be making a recommendation to spend US$180,000 on a digital campaign.

The Committee was also informed that the Leadership Development and Education Committee will be making a recommendation of approximately US$185,000 for costs for research and development of a Leadership Development and Education Committee initiative.

The Audit and Finance Committee did not have any lengthy discussion nor make a recommendation regarding either expense. h. Purchase of a new Association Management System (AMS)

The Audit and Finance Committee met jointly with the Membership Committee to hear a presentation on the new Association Management System (AMS). See Recommendation #1 for details.

Board Committee on Audit and Finance Report - Page 3

4. Future Business

a. Approval of 2018-19 Audit Report b. Approval of 2019-20 Auditors c. Quarterly Review of Investment Report d. Preliminary 2019-20 Budget (April) Assumptions e. Discussion of Budget Subcommittee Review Process

5. Adjournment: 12:15 p.m.

Board Committee on Audit and Finance Report - Page 4 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON AUDIT AND FINANCE

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #1 (Action)

Association Management System (AMS)

Background: The Committee met jointly with the Membership and Education Committee to hear a presentation on the need for a new AMS software.

Discussion: The current AMS software system has been used since 2002. The inefficiency of the current system represents a growing financial and efficiency burden for the organization. Based on IT and Members Services statistics and data, the current system wastes many hours in lost productivity. The cost of the lost productivity for staff and members translates into hundreds of thousands of dollars. Please refer to the Membership and Education Committee report for more details related to this topic.

Both Committees asked questions about the new AMS software. The Committee was informed that the cost of the AMS software implementation would be approximately US$1,147,000. In addition, annual licensing fees would approximate US$409,000 which needs to paid when the contract is signed. It was determined that if the proposal is approved by the Board, then Staff would begin to immediately work on getting appropriate contracts signed and to begin the implementation phase of the project, which would take 1-2 years to complete.

The Committee discussed the cost associated with the new AMS software and agreed to add an additional amount to allow for the expenditure of up to US$1.7 million. The added amount is to allow for cost overruns and the first year of licensing fees.

Based upon the information provided to the two committees about the current state of our AMS software, the Committee makes the following recommendation:

Recommendation #1: That the Kiwanis International Board approves up to US$1.7 million to be spent for the implementation of a new AMS software system. Some of the implementation costs of the project would be capitalized according to Kiwanis procedures.

(WITHDRAWN IN FAVOR OF THE RECOMMENDATION PROPOSED BY THE MEMBERSHIP COMMITTEE)

Strategic Intent: To improve efficiency of our membership management system for members, clubs and Staff. Governance: In compliance Capacity: Staff has adequate resources to ensure the software is implemented within a 1-2 year period beginning with the effective date below. Finance: Total cash outlay is up to US$1.7 million for the implementation phase of the project (1-2 years from contract signing). Some of the implementation costs will be capitalized over 5 years starting when the implementation is completed. Metrics: Improved service to both staff and members/clubs. Effective Date: October 5, 2019 for contract signing and start of implementation phase of the project.

Board Committee on Audit and Finance Report - Page 5

TAB 15

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP

SEPTEMBER 30-OCTOBER 5, 2019

Thursday, October 3, 2019 Indianapolis, Indiana, USA Kiwanis International Office Seminar Room West

Committee Members: Chuck Gugliuzza, Chair Sam Sekhon, Vice Chair Gary “Coop” Cooper “George” Chu-Ching Chian Elio Garozzo Tony Gunn Richard G. “Dick” Olmstead, Jr. Jim Rochford Ernest Schmid Ronald E. “Ron” Smith

Staff Liaison: Jeff Oatess Eleida Ehman

Guests: Christiaan “Chris” Decorte, Kiwanis International European Federation President Chang-Chien Lo, Kiwanis Asia Pacific Chair Board Committee on Audit and Finance Diana O’Brien Chris Martz Bryce Kinder Mike Downs Vivian Furnish, Interpreter Elisa Lucchi-Riester, Interpreter

1. Call to Order at 9:00 a.m.

2. Strategic Items

a. New Association Management System

See Recommendation #1

Board Committee on Membership and Education Report – Page 1

b. 2025 Kiwanis International Convention site selection

See Recommendation #2

c. Revision of Procedures 342.2 & 305.1

See Recommendation #3

d. Family Membership

The committee discussed the pros and cons associated with the amendment on family membership put forward the last two years at International Conventions. Although the amendment may lead to more family friendly club meetings and service projects and increase Kiwanis’s image as a family- oriented organization, the effect on revenue and its ultimate effect on growth is difficult to measure and may prove to be detrimental. The committee questioned how to balance Kiwanis International’s image with their fiduciary responsibility to the organization.

The committee asked that a dialogue begin between the authors of the amendment and several Membership Committee members, led by Sam Sekhon, and staff, in an effort to share concerns and see if a way forward can be agreed upon.

3. Other Business

a. Kiwanis Asia-Pacific Matching Grant Requests

Requested Grants – • Taiwan – US$40,000 for education and training initiatives. • Philippine South – US$10,000 for various club enhancement and officer training workshops.

The amount requested from Taiwan was half of the annual Asia Pacific region matching grant budget. Taking this into consideration, the committee approved it for the lesser amount of $30,000 but encourages the Taiwan District to ask for additional funding later in the year after other districts have had a chance to submit requests.

Although the Philippine South District requested funding retroactively (18-19 year), the committee approved the grant in the full amount because of the success the district has had this year in building clubs. Going forward, the board will not consider requests outside of the administrative year in which the activity occurs.

Further, the committee may not consider grant requests that are received later than one month prior to the committee’s meeting.

See Recommendations #4 and #5

b. Florida District request to Attach Puerto Rico Kiwanis Club

See Recommendations #6

4. Adjourned at 11:40 p.m.

Board Committee on Membership and Education Report – Page 2

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #1 (Action)

New Association Management System

Background: Kiwanis International’s member management system should provide members, volunteers and staff with readily available and actionable data coupled with easy-to-use tools and reports upon which to act on that data. The organization’s members/users should then be able to enter and disseminate data and make informed decisions about where to focus resources for the greatest impact. The process of managing Kiwanis members, prospects and clubs should be optimized for time efficiency but should also be straight forward enough that it can be easily understood and executed by end-users.

This is currently not the case.

The inefficiencies of the current system, in use since 2003, represents a growing financial and productivity burden for the organization. Based on I.T. and member services department statistics as well as staff and volunteer issue tracking data, the current system wastes many hours a year, resulting in nearly US$392,000 in lost productivity. Extrapolated over all departments within the office and lost productivity easily exceeds US$500,000 annually. That number becomes exponentially larger when we look at the thousands of members, mostly club secretaries, managing their clubs through the online system.

The recommended solution going forward is a hybrid model that uses the Salesforce customer relationship management platform with a Fonteva association management system overlay.

Discussion: The committee believes that a technology investment that will create productivity efficiencies and improve data integrity and protection while increasing perceived member value is a key tool in creating growth and retention opportunities in the future.

Recommendation #1: That the Kiwanis International Board approves an investment of up to US$1,700,000 for implementation of a hybrid association management system (AMS) solution.

(ADOPTED)

Strategic Intent: Touches all areas of the strategic plan Governance: No change Capacity: Within organizational capacity Finance: Estimate of US$1,700,000 for implementation costs which include first year’s licensing fees and training costs. Metrics: Improved productivity, member functionality, member retention, and system security. Effective Date: October 15, 2019

Board Committee on Membership and Education Report – Page 3

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #2 (Consent)

2025 Kiwanis International Convention Site Selection

Background: Every October the board selects a site for the Kiwanis International Convention that will take place approximately five years out. Staff focused on cities located on the eastern half of the United States as the organization has not hosted a convention east of Indianapolis (save Florida) since 1987. Sites considered were Charlotte, North Carolina; Pittsburgh, Pennsylvania; and Baltimore, Maryland.

Kiwanis International Convention – June 25-28, 2025

Charlotte, NC Baltimore, MD Pittsburgh, PA Liability to Kiwanis $123,975 $169,925 $0 Cost of Meeting space with room pick up of 80% 0 0 0 Room Rebate to KI based upon 80% pick up of rooms $39,960 0 $88,704 Additional Funds to KI $30000 ($20000 to KI and 0 $10000 to KCF) 0 Shuttle Bus Support Complimentary for hotels 0 3 blocks or more $50000 to offset costs Number of Hotels 11 11 12 Hotel Rates $189 - $235 $189 - $209 $179 - $199

Discussion: Though there were pros and cons to each city, after discussion the committee believes that Pittsburgh, Pennsylvania is the best choice financially and offered the best amenities for the members. If the Board ultimately approves, it is requested that site selection not be disclosed until further notice.

Recommendation #2: That the Kiwanis International Board approves Pittsburgh, Pennsylvania as the site of the 2025 Kiwanis International Convention. (ADOPTED) Strategic Intent: Administrative Governance: In compliance Capacity: Within organizational capacity Finance: No funding request Metrics: None Effective Date: November 1, 2019

Board Committee on Membership and Education Report – Page 4

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #3 (Action)

Revision of Procedures 305.1 and 342.2 Background: In the past, Kiwanis had two different processes for fees charged to new clubs for charter members vs. fees charged to existing clubs for new members. These were codified in two different procedures: #305.1 pertaining to charter member fees and #342.2 pertaining to new member add fees for existing clubs. For many years now, those fees have been the same or nearly the same*, yet we have maintained two different but parallel procedures that are often confused with each other. Both procedures also have been amended in recent years to include provisos, further complicating the matter.

*Currently, the fees listed in 305.1 and 342.2 vary in one only aspect, per the chart below:

305.1 – charter members 342.2 – new members in (US dollars) existing clubs (US dollars) Tier A in North America $52 $50 Tier A outside North $52 $42 America Tier B outside North $25 $25 America Tier C outside North $15 $15 America

For clarity and simplicity, the committee will discuss cleaning up and merging the two Procedures, as well as eliminating the US$42 exception for Tier A clubs outside North America. A draft of a merged version is shown below, pending resolution of the US$42 difference. If the US$42 exception is retained, changing the draft below will be necessary before adoption.

305 – FEES AND DUES 305.1 - Prior to Receiving Charter (Once revised, only the first portion of the first paragraph will remain in #305.1.) Membership Application and Fee: Before a new club may be organized and the charter presented, the required number of individuals shall have completed an application for membership and the club shall have paid a charter member fee the new member enrollment fee per person as defined elsewhere in procedures, which shall be $50 for Tier A clubs; $25 for Tier B clubs; and $15 for Tier C clubs. However, a club shall not be billed a charter fee for any reported former Key Club and Circle K club members. (10/90) (10/15)

Board Committee on Membership and Education Report – Page 5

Proviso #1: Effective October 1, 2018, for clubs organized on or between January 1-September 30, payment of charter member fees shall also be considered payment of dues, subscription fees, and insurance for all charter members of the club for the following administrative year. This proviso shall apply for clubs formed on or between January 1, 2019 through September 30, 2021, and shall expire October 1, 2021. (10/18)

Proviso #2: Effective October 1, 2021, Procedure 305.1.A shall read as follows: A. Membership Application and Prorated Dues: Before a new club may be organized and the charter presented, the required number of individuals shall have completed an application for membership and the club shall have paid prorated membership dues for each member per the schedule below. However, a club shall not be billed prorated dues for any reported former Key Club and Circle K club members. (10/90) (1/19)

First month of membership Percent of Tiered Dues Amount October, November, December 100% January 90% February 80% March 70% April 60% May 50% June 40% July 30% August 20% September 10%

342 - NEW CLUB MEMBERS (1/13)

342.2 – Enrollment Fee (4/13)

An enrollment fee shall be charged for each new club member of a club, including new clubs, to defray administrative costs in the amount of US$50 for Tier A clubs in North America [and $42 for Tier A clubs outside of North America?]. However, clubs outside of North America below Tier A shall pay charter member fees of US$25 for Tier B clubs and US$15 for Tier C clubs. (10/90) (4/13)

Proviso #1: Effective October 1, 2018, for new clubs organized on or between January 1- September 30, payment of the member enrollment fees for members who join the club after chartering but by September 30 of the same administrative year shall also be considered payment of dues, subscription fees, and insurance for all members of the club for the following administrative year. This proviso shall apply for clubs formed on or between January 1, 2019 through September 30, 2021 and shall expire October 1, 2021. It shall apply only to new members added to such clubs after the initial charter but by September 30 of the same administrative year. (10/18)

Board Committee on Membership and Education Report – Page 6

First month of membership Percent of Tiered Dues Amount October, November, December 100% January 90% February 80% March 70% April 60% May 50% June 40% July 30% August 20% September 10%

For clubs organized on or between January 1-September 30, payment of the appropriate prorated dues, magazine, and insurance by new members who join after chartering but by September 30 of the same administrative year shall also be considered payment of dues, subscription fees, and insurance for those members for the following administrative year. (4/19) Discussion: The Committee discussed the proposed changes and after making small adjustments, captured above, approved the change in language and merger of the two Procedures.

Recommendation #3: That the Kiwanis International Board approves revisions to Procedure 305.1 – [Fees and Dues] Prior to Receiving Charter and Procedure 342.2 – [New Club Members] Enrollment Fee and, as shown below.

Board Committee on Membership and Education Report – Page 7

proviso shall apply for clubs formed on or between January 1, 2019 through September 30, 2021, and shall expire October 1, 2021. (10/18) Proviso #2: Effective October 1, 2021, Procedure 305.1.A shall read as follows: A. Membership Application and Prorated Dues: Before a new club may be organized and the charter presented, the required number of individuals shall have completed an application for membership and the club shall have paid prorated membership dues for each member per the schedule below. However, a club shall not be billed prorated dues for any reported former Key Club and Circle K club members. (10/90) (1/19)

First month of membership Percent of Tiered Dues Amount October, November, December 100% January 90% February 80% March 70% April 60% May 50% June 40% July 30% August 20% September 10%

Board Committee on Membership and Education Report – Page 8

First month of membership Percent of Tiered Dues Amount October, November, December 100% January 90% February 80% March 70% April 60% May 50% June 40% July 30% August 20% September 10%

Strategic Intent: Membership and education Governance: Adjustments to Procedures 342.2 and 305.1 Capacity: Within staff capacity Finance: No financial impact Metrics: None Effective Date: November 1, 2019

Board Committee on Membership and Education Report – Page 9

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #4 (Consent)

Kiwanis Asia-Pacific Matching Grant Request – Taiwan District

Background: The committee discussed the matching grant request from the Taiwan District: Kiwanis District – Taiwan Submitted – September 2019 Category – Education/Training Initiatives Project Goal – Host training and education conferences and meetings for officers and members. Description – To open new clubs and recruit more members this year, district teams are planning more training and education conferences for members and officers, including regular services projects and meetings with clubs/divisions. The implementation of these programs is essential for the Taiwan District to continue membership growth and to offer more service projects and education for members. Taiwan, as the biggest district in Kiwanis, is getting more involved with International staff. For this purpose, we will have more education and training related to international staff members. The grant is the essential element for us to continue running service projects and education conferences. Timetable – October 1, 2019 through September 30, 2020 Outcome/Success Definition – The base measure of outcome is defined by membership. The number of members in the Taiwan District has increased annually. This shows the success of the Taiwan District’s recruiting. On the other hand, the number of members is also important for fundraising. The fundraising in Taiwan District is almost USD$292,000 in 2018-19. All these outcomes are not only because of the hard work of the Taiwan District but also the support provided from K.I. Estimated Project Cost - Total of US$272,642.74 (requesting matching grant of US$40,000)

Discussion: The committee discussed the proposal and reduced the approved amount to $30,000. It agreed to encourage the Taiwan District to ask for additional funding later in the year after other districts have had a chance to submit requests.

Recommendation #4: That the Kiwanis International Board approves the matching grant request from the Taiwan District in the amount of US$30,000 for growth efforts within the district. (ADOPTED)

Strategic Intent: Membership and education Governance: In compliance Capacity: Within staff capacity Finance: US$30,000 Metrics: Number of new clubs and overall membership Effective Date: October 1, 2019

Board Committee on Membership and Education Report – Page 10

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #5 (Consent)

Kiwanis Asia-Pacific Matching Grant Request - Philippine South District

Background: The committee discussed the matching grant request from the Philippine South District: District – Philippine South Submitted – September 2019 Category – Education and training Project Goal – Prepare lieutenant governors and club officers for leadership responsibilities, strengthen membership, and educate officers on how to administer the club through technology. Description – • participating lieutenant governors were given their leadership manuals and handbooks with USB drives containing different materials for leadership training. • Developed leadership service amongst the lieutenant governors and members and provide better Kiwanis education to aid every member in expansion of clubs and improved retention. Timetable – July 2018 through September 2019 Outcome/Success Definition – • Competent and effective communication between Kiwanis International and the clubs within the district • Sustained commitment of each member to Kiwanis’ vision and mission • Increase in membership and new clubs built • Increase in online reporting by all clubs • Increase and sustained numbers of service projects at the club level Estimated Project Cost - Total of US$20,000 (requesting matching grant of US$10,000)

Discussion: The committee discussed the proposal and recommends that it be approved at the full amount as requested.

Recommendation #5: That the Kiwanis International Board approves the matching grant request from the Philippine South District in the amount of US$10,000 for growth efforts within the district. (ADOPTED)

Strategic Intent: Membership and education Governance: In compliance Capacity: Within staff capacity Finance: US$10,000 Metrics: Number of new clubs and overall membership Effective Date: November 1, 2019

Board Committee on Membership and Education Report – Page 11

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON MEMBERSHIP AND EDUCATION

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #6 (Consent)

Florida District Request to Attach Puerto Rico Club

Background: Members from the Florida District recently opened a new club in Puerto Rico and after approval by the district board, Governor Stephen LeBlanc has formally requested that Kiwanis International approve attachment of said club to the Florida District as allowed per Kiwanis Procedure 202.

202 –ATTACHMENT OF REMOTE CLUBS A new Kiwanis club organized outside the territorial limits of a Kiwanis district, provisional district or Kiwanis nation may be attached to an existing district upon approval of the Kiwanis International Board. If so attached, such club shall have all the rights, privileges and responsibilities of other clubs in the district. Such attachment shall not be considered as changing the boundaries of the district the club is attached to. (4/16)

Discussion: The committee believes that attachment is in order as the club was built by Florida district members, requires nurturing, and is a good fit from a geographic perspective.

As a territory of the United States of America, Puerto Rico clubs are responsible for paying Tier A dues.

Recommendation #6: That the Kiwanis International Board approves the attachment of the Kiwanis Club of Puerto Rico, Borinquen, as well as any subsequent clubs that may be opened in Puerto Rico, to the Florida District.

(ADOPTED)

Strategic Intent: Membership & Engagement Governance: In compliance with Procedure 202 Capacity: Within staff capacity Finance: No financial impact Metrics: Growth and retention of the attached club Effective Date: November 1, 2019

Board Committee on Membership and Education Report – Page 12

TAB 16

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON LEADERSHIP DEVELOPMENT AND EDUCATION

SEPTEMBER 30-OCTOBER 5, 2019

Thursday, October 3, 2019 Indianapolis, Indiana, USA Kiwanis International Office Nininger Room

Committee Members: Arthur N. “Art” Riley, Chair Greg Beard Gary “Coop” Cooper Elio Garozzo Tony Gunn Jim Rochford

Staff Liaison: Chris Martz Jameson Root

1. Call to order at 1:17 p.m.

2. Strategic Agenda - Items which accomplish the goals and priorities of the strategic plan and require committee deliberation and discussion before ratification.

a. Review of Committee’s Strategic Plan Goals and Duties

The committee reviewed its responsibilities, goals, and duties.

b. Strategic Plan Goals and Objectives

The committee reviewed strategic plan initiatives for leadership and education to develop committee direction, staff tactics, program enhancement and new educational and leadership opportunities. The committee discussed some of the challenges and barriers related to various roles in the organization.

The committee identified four areas to begin working on developing a plan: • Current leadership development and education assessment • Educational opportunities available and/or partnerships to seek • Youth leadership development opportunities • Visionary leadership development for the future

3. Other Business – Items which are generally operational in nature and require committee deliberation and discussion before ratification.

Board Committee on Leadership Development and Education Report - Page 1

a. Leadership Initiative Funding

See Recommendation #1

b. Leadership Advisory Task Force Appointment

See Recommendation #2

4. Future Business

a. Review of progress reports from Leadership Advisory Task Force sub-groups.

5. Adjournment at 3:39 p.m.

Board Committee on Leadership Development and Education Report - Page 2

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON LEADERSHIP DEVELOPMENT AND EDUCATION

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #1 (Consent)

Kiwanis Leadership Initiative Funding

Background: With the adoption of a new strategic plan goal area, “Leadership and Education”, Kiwanis will work to develop competent, capable, caring leaders across the Kiwanis family strive to meet the strategic plan objectives associated with this goal area. In this new strategic goal area, Kiwanis will work to 1) assess all leadership positions, modernizing roles and responsibilities to address future organizational needs, 2) assess current educational components and realign future offers and delivery systems to accomplish organizational priorities and goals, 3) create resources and pathways for future/emerging leaders throughout the organization, 4) recommend necessary governance structure changes and allocate adequate resources to implement all improvements, and 5) invest in a major leadership/education initiative. To begin working on this new initiative, an initial budget is being requested for staff support, attendance at leadership and educational conferences, advisory committee support, and surveys and assessments of current leadership roles, development and education.

Recommendation #1: That the Kiwanis International Board approves an initial budget to launch the first phase of the leadership initiative in the amount of US$185,000.

(ADOPTED)

Strategic Intent: Goal area #2 (Leadership and Education). Governance: No changes. Capacity: Some impact to existing staff capacity. Finance: US$185,000 Metrics: To be determined. Effective Date: Effective immediately.

Board Committee on Leadership Development and Education Report - Page 3

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON LEADERSHIP DEVELOPMENT AND EDUCATION

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #2 (Consent)

Leadership Advisory Task Force

Recommendation #2: That the Kiwanis International Board approves the creation of a Leadership Advisory Task Force to assist with the evaluation of current leadership roles and education. The leadership advisory task force is divided into three teams:

Leadership Advisory Task Force

Chair: Marcel Kreienbühl, Switzerland-Liechtenstein District

Leadership Roles and Education Team

Governance Structure and Delivery Team

The role of this team is to examine the district and regional governance structures to identify inefficiencies, redundancies, and opportunities for improvement.

Board Committee on Leadership Development and Education Report - Page 4

• Chair: Jeff Wolfe, Capital District • Dave Curry, Montana District • Janice Hyde, Australia District • Maurizio di Profio, Italy-San Marino District

Visionary Leadership Team

• Chair: Josh Hiscock, Capital District • Matthew Cantrall, Florida District • Ronald Hill, Missouri-Arkansas District • Jane Erickson, Nebraska-Iowa District • Victor Rayco, Philippine Luzon District

(ADOPTED)

Strategic Intent: Goal area #2 (Leadership and Education). Governance: No changes. Capacity: Some impact to existing staff capacity. Finance: Additional cost should the sub-groups need to travel for meetings. Metrics: Appointment of sub-group members. Progress reports from each sub-group due January 2, 2020. The Leadership Advisory Task Force will be operational until released by the committee. Effective Date: Effective immediately.

Board Committee on Leadership Development and Education Report - Page 5 TAB 17

KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON PUBLIC RELATIONS, IMAGE AND MARKETING

SEPTEMBER 30-OCTOBER 5, 2019

Thursday, October 3, 2019 Indianapolis, Indiana, USA Kiwanis International Office Detroit Room

Committee Members: Ernest Schmid, Chair George R. Delisle, Vice-Chair Gunnsteinn Björnsson “George” Chu-Ching Chian David W. Hurrelbrink Sam Sekhon

Staff Liaisons: Ben Hendricks Katherin Chi Steve Hadt

Guest: Ann Wilkins, Kiwanis Children’s Fund president Chris Decorte, Kiwanis International-European Federation president Vivian Furnish, interpreter

1. Call to Order at 1:15 p.m.

2. Strategic Agenda

a. Review of the Committee Duties

The committee reviewed the duties according to Kiwanis International Procedure 201.5, description of Public Relations, Image, and Marketing committee duties.

b. Earned Media, Social Media, Thought Leadership and PR Coordinators

Staff continues to focus on securing earned media, including both traditional media (dailies, trade publications, news outlets) as well as social media. Staff has begun a new strategy of creating more content for both internal and external audiences and will continue work to position the organization’s staff and volunteer leadership as thought leaders. Staff will continue training and working closely with PR coordinators to maximize local coverage in Kiwanis markets.

Board Committee on Public Relations, Image and Marketing Report - Page 1

c. Membership Campaign for Club Opening and Club Strengthening

See Recommendation # 1

3. Other Business

a. Update on Kiwanis International's Involvement in the Rose Float

Leaders with the California-Nevada-Hawaii District of Kiwanis International acknowledge they will apply for a US$50,000 grant from Kiwanis International to fund a float in the 2020 Rose Parade. The 2018-19 Kiwanis International Board approved the grant, which is renewable for up to two years, upon application by the district.

4. Adjournment at 2:40 p.m.

Board Committee on Public Relations, Image and Marketing Report - Page 2 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE AGENDA

BOARD COMMITTEE ON PUBLIC RELATIONS, IMAGE AND MARKETING

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #1 (Action)

Kids Need Kiwanis 3.0 Membership Campaign

Background: The 2017 Kids Need Kiwanis campaign in two markets led to increased awareness in those markets but did not lead to a sustained increase in membership. In 2018, staff worked closely with an Indianapolis-based advertising, marketing and public relations firm on a digital campaign in five key U.S. markets. The pilot campaign increased awareness of Kiwanis though it did not meet the goal of driving prospect leads that resulted in increased membership. In spring of 2019, staff re-evaluated the strategy and pivoted from a market-wide approach for advertising to a community-centric approach. This new approach to a digital membership campaign reached 847,270 people and successfully drove at least 175 people to join Kiwanis.

Discussion: Staff presented a plan for the Kids Need Kiwanis 3.0 Membership Campaign. The committee discussed the proposal, which continues the successful community-centric advertising approach.

The Kids Need Kiwanis 3.0 Membership Campaign would continue to support club opening efforts and be expanded to strengthen membership in existing clubs. The messaging, creation and placement of digital advertising would continue to be managed by Kiwanis International to ensure best practices are being followed.

The club building portion of the campaign would be a continuation and expansion of the current practice of supporting club opening events with a digital communication layer. Additional marketing efforts could be added to allow staff to refine the process and continue to find a method that would drive more users to attend a club opening event and potentially become a Kiwanian.

The club strengthening portion of the campaign concentrates on helping existing clubs grow membership. This would function as a grant resource allowing clubs to place, through Kiwanis International, digital advertising to support club membership growth efforts. Staff would work closely with the club receiving this resource to drive attendance to an upcoming event where the existing club members would recruit new members in person.

Planning efforts would begin immediately. The targeted launch date would be October 2019 and the campaign would continue until the end of the 2019-20 administrative year.

The committee makes the following recommendation:

Recommendation #1: That the Kiwanis International Board approves US$180,000 for the Kids Need Kiwanis 3.0 digital membership campaign for the 2019-20 year.

(ADOPTED)

Board Committee on Public Relations, Image and Marketing Report - Page 3 Strategic Intent: Membership and Engagement, Our Kiwanis Image. Governance: No impact to governance. Capacity: No impact to existing staff capacity. Finance: US$180,000 Metrics: Number of prospects attending events, web traffic and other metrics to be determined. Effective Date: October 2019.

Board Committee on Public Relations, Image and Marketing Report - Page 4 TAB 18 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

SEPTEMBER 30-OCTOBER 5, 2019

Thursday, October 3, 2019 Indianapolis, Indiana, USA Kiwanis International Office Seminar Room West

Committee Members: Richard G. “Dick” Olmstead, Jr., Chair Ronald “Ron” Smith, Vice-Chair Katrina Baranko Chuck Gugliuzza Peter J. Mancuso Cathy Szymanski

Staff Liaisons: Pam Norman

Guests: Bill Jerrow, Strategic Alliances Executive Jeff Harris, Circle K International Director Diana O’Brien, Governance Specialist David Kress, General Counsel

1. Call to Order at 1:19 p.m.

2. Strategic Items - Items which accomplish the goals and priorities of the strategic plan and require committee deliberation.

a. Review of Committee’s Strategic Plan Goals and Duties

The committee reviewed its duties. Staff provided an overview of the partnership criteria and approach to prospecting and confirming Kiwanis partnerships along with committee duties associated with partnership recommendations.

Board Committee on Service and Partnerships Report - Page 1 b. International Committee Goals

Staff presented an overview of duties and goals for the International Committee on the JCI Partnership and the International Committee on Young Children.

International Committee on Young Children – The purpose of this committee is to: 1) Identify and promote club signature projects impacting young children; and 2) Suggest ways to convey such projects to Kiwanis clubs and members. Wil Blechman and Barbara Day serve as co-chairs for this committee.

The International Committee on JCI Global Partnership – The purpose of this committee is to consider ways to further develop the partnership between JCI and Kiwanis International that benefit both organizations, particularly regarding membership growth. The result may later serve as a model for partnership between Kiwanis and other member-based organizations. Scott Greenlee serves as chair for this committee.

The committee requested staff to explore ways to bring members of the Kiwanis and JCI organizations together more frequently.

c. Reading is Fundamental as a Community Partner

See Recommendation #1

3. Other Business - Items which are generally operational in nature and require committee deliberation and discussion before proposal to the Board.

a. Amendments to the Circle K International Bylaws

See Recommendations #2 and #3

b. Changes to the Circle K International Policy Code

See Recommendations #4-6

c. Dissolution of K-Corps Program

See Recommendation #7

d. Signature Project Contest

Staff provided an overview of the 2020 contest along with committee duties. Contest enhancements for 2020 include: • Increase participation by 20% in both the number of projects submitted and attendance at the awards breakfast. • Two tiers of awards: Three winners will be selected in the large club and small club categories. • New online form that districts can use to solicit club submissions will be created. This method for project submission offers a level playing field for all districts to assess projects using consistent criteria. It will also provide Kiwanis with access to club submissions allowing for greater data gathering on local club projects.

Board Committee on Service and Partnerships Report - Page 2 e. Kiwanis Licensing Program

See Recommendation #8

f. Fundraisers and Associated Prizes and Awards

The committee discussed club fundraisers and associated awards and prizes including firearms. Due to the unique nature of each fundraiser, the committee chose not to take any action at this time.

4. Future Business - Additional topics, other than routine business, for future consideration.

a. Final review of postponed Circle K International Policy Code changes

5. Adjournment at 4:24 p.m.

Board Committee on Service and Partnerships Report - Page 3 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #1 (Consent)

Reading is Fundamental as a Community Partner

Background: Founded in 1966, Reading is Fundamental (RIF) is a 501 (c) (3) and leading voice for children’s literacy in America. Based on literacy research, RIF creates packaged content and programing that includes books, project resources, activities, and professional development for educators, parents, and literacy volunteers like Kiwanians. Many Kiwanis clubs currently utilize RIF programs in their communities, especially Read for Success, which addresses summer reading loss.

RIF has an extensive network of partnerships, volunteers, companies, and community organizations, with over 17,000 program sites representing over one million volunteers and 450 corporate partners impacting the lives of more than 50 million children nationwide.

Scholastic, our current literacy partner, has a long and deep relationship with RIF and this new Kiwanis Community partnership will strengthen and increase the opportunities for our clubs to grow and enhance their literacy projects utilizing tools and resources offered by these two leading youth literacy organizations. Following are ways in which this partnership could be activated: • Promote RIF programs to increase impact or breathe new life into a club’s current literacy project. • Create a club contest for RIF’s matching grant program called “Books for Ownership.” • Promote literacy programs to new and existing clubs using free pre-built online content, materials, and outcomes tracking. • Opportunity for Kiwanis clubs to bring new literacy programs to national Kiwanis partners like BGCA and BSA, or local libraries and schools. • Creatively cross promote RIF and Scholastic programs to our clubs.

Discussion: With nearly 1,500 clubs reporting engagement with literacy projects, the committee discussed partnership benefits to Kiwanis clubs as well as access to RIF’s portfolio of corporate partners.

Recommendation #1: That the Kiwanis International Board approves Reading is Fundamental as a Community Partner.

(ADOPTED)

Strategic Intent: Goal #3 – Community Impact. Governance: No impact. Capacity: No impact. Finance: No impact. Metrics: Not applicable. Effective Date: Upon contract execution.

Board Committee on Service and Partnerships Report - Page 4 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #2 and #3 (Consent)

Amendments to the Circle K International Bylaws

Background: The Circle K International House of Delegates adopted ten amendments to the Circle K International Bylaws at its 2019 convention in Orlando, Florida. Per the Circle K International Bylaws, all amendments are subject to approval by the Kiwanis International Board. Further, Kiwanis International Policy on Circle K provides that: “Authority is vested in the Kiwanis International Board to make necessary changes to the Circle K International Bylaws, and on having made these changes, the Kiwanis International Board will inform the Circle K International Board of the changes made.”

Discussion: The Committee reviewed all ten amendments and determined that several amendments can be approved as adopted. A few others can be approved after small additional adjustments in the language that clarify the intent and/or implementation. These are shown in the recommendations below.

The committee declined to recommend approval of Amendment 1 because it felt that approval of club bylaw amendments should be conducted by one central authority (CKI) using uniform criteria rather than by each district which may use differing criteria. The committee also declined to recommend approval of Amendment 9 due to unintentional conflicts with Section 13 of the same article. Staff is requested to convey these concerns of Amendments 1 and 9 to the Circle K International Board for its consideration if they would like to propose improved amendments in 2020.

Recommendation #2: That the Kiwanis International Board approves Amendments 2, 5, 6, 7, and 10 as adopted by the 2019 Circle K International House of Delegates as shown in Exhibit A.

Recommendation #3: Further, that the Kiwanis International Board approves Amendments 3, 4, and 8, adopted by the 2019 Circle K International House of Delegates but as further amended by the Kiwanis International Board to clarify the language, as shown below:

AMENDMENT 3

ARTICLE 7. MEMBERSHIP IN CLUBS Section 3. Dual Memberships.

Board Committee on Service and Partnerships Report - Page 5 eligible for membership in a club who holds membership (other than honorary) in any other Circle K club, or other Kiwanis-family organization.

AMENDMENT 4

ARTICLE 9. DISCIPLINE, RESIGNATION, AND TERMINATION OF CLUBS Section 1. Club in Arrears.

AS ORIGINALLY ADOPTED BY THE HOUSE OF DELEGATES: Any member club more than thirty (30) days in arrears for any indebtedness to Circle K International, its district or its sponsoring Kiwanis club by December 1 of a given Kiwanis fiscal year shall be considered "not in good standing". If the club continues to be in arrears by February 1 of the same Kiwanis fiscal year, it will be suspended. If such club is still in arrears by the start of the next Kiwanis fiscal year, defined as October 1, it will be considered inactive. If this club still remains in arrears for one year following the date they were designated “inactive”, it and may have its charter and membership suspended or revoked by action of the CKI Board of Trustees, providing that notice of said indebtedness shall have been duly sent by the Director of Circle K International to the president of said club. The CKI Board of Trustees may restore such club to membership upon payment of its indebtedness.

AMENDMENT 8

ARTICLE 8. CLUB STRUCTURE Section 4. Faculty Advisor.

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Strategic Intent: Goal #3 – Community Impact. Governance: In compliance. Capacity: No impact. Finance: No impact. Metrics: Not applicable. Effective Date: Upon notification of the Circle K International Board.

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BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #4, #5, and #6 (Consent)

Changes to the Circle K International Policy Codes

Background: The Circle K International Council adopted four changes to the Circle K International Policy Code at its 2019 meeting in Orlando, Florida. The Kiwanis International Policy on Circle K provides that:

“No amendment to the Circle K International Policy Code adopted by the Circle K International Council shall become effective unless approved by the Kiwanis International Board or its designee. Amendments approved by the designee shall be reported to the Kiwanis International Board at its next meeting. Authority is vested in the Kiwanis International Board to make necessary changes to the Circle K International Policy Code, and on having made these changes, the Kiwanis International Board will inform the Circle K International Board of the changes made.”

Discussion: The Committee reviewed all four policy changes. It determined that one can be approved as adopted. One can be approved after further clarification of the language. Two are being postponed to the January Board meeting for language clarification and further review.

Recommendation #4: That the Kiwanis International Board approves Policy Change 3 (Policy M.1-M.4) as adopted by the 2019 Circle K International Council, as shown in Exhibit B.

Recommendation #5: Further, that the Kiwanis International Board approves Policy Change 2 (Policy K.1 and K.2), adopted by the 2019 Circle K International Council but as further amended by the Kiwanis International Board to clarify the language, as shown below:

AS ORIGINALLY ADOPTED BY THE CKI COUNCIL: Service administration shall be considered service hours up to one hundred (100) service hours per administrative year.

AS DIRECTED BY THE KIWANIS INTERNATIONAL BOARD: Policy K.2.c: A limit of 100 hours of service administration work per administrative year may be considered as service hours.

Recommendation #6: Further, that the Kiwanis International Board postpones consideration of Policy Changes 1 and 4 (Policy G.7 and Policy G.9, shown in Exhibit B) until the January Board meeting, pending clarifying language revisions by staff and further review.

Board Committee on Service and Partnerships Report - Page 8 (ADOPTED)

Board Committee on Service and Partnerships Report - Page 9 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #7 (Consent)

Dissolution of the K-Corps Program

Background: Background: Staff provided overview of the history of K-Corps as well as current status of the vendor relationship. A contract with PAX Laurasian Exchange was executed in 2015 with the first official travel program taking place in June 2018 with eight students traveling to Japan. Number of travelers for summer 2019 is estimated at under ten.

Discussion: The committee discussed liability associated with this exchange program as well as the low member engagement. Based on discussion, along with the fact that Kiwanis has a revenue generating partner in Squads Abroad offering a similar travel experience product, the committee is recommending dissolution of the K-Corps program.

Recommendation #7: That the Kiwanis International Board approves dissolution of the K-Corps program and termination of the contract with PAX Laurasian Exchange, effective within 30 days of notification.

(ADOPTED)

Strategic Intent: Goal #3 – Community Impact. Governance: No impact. Capacity: No impact. Finance: No impact. Metrics: Not applicable. Effective Date: Effective within 30 days of notification.

Board Committee on Service and Partnerships Report - Page 10 KIWANIS INTERNATIONAL BOARD OF TRUSTEES COMMITTEE REPORT

BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS

SEPTEMBER 30-OCTOBER 5, 2019

Recommendation #8 (Action)

Kiwanis Licensing Program

Background: Kiwanis International is in year one of a three-year contract with licensee broker Affinity Consultants to manage the Kiwanis licensing program.

Discussion: Staff answered general questions regarding the royalty agreement, default clause and termination clause of the Affinity Consulting contract. Committee members expressed discomfort with Kiwanis making money at the expense of members as well as concern with members choosing to produce apparel without the Kiwanis marks. Staff counsel advised that some amount of royalty to Kiwanis International would demonstrate that Kiwanis is exercising protection of the mark. It was noted that use of Kiwanis marks is a benefit to members and as such a large number of clubs would not likely move away from using the mark on promotional items. It was presented that with a US$1.5M budget deficit, Kiwanis should exercise any opportunity for non-dues revenue programs.

Recommendation #8: That the Kiwanis International Board instructs Staff to revise the contract with Affinity Consultants to reduce Kiwanis International’s royalty share from seven percent to two percent, thus reducing the overall royalty from ten percent to five percent.

(FAILED)

Strategic Intent: Goal #3 – Community Impact & Goal #5 Financial Impact. Governance: No impact. Capacity: No impact. Finance: Reduction to revenue. Metrics: Not applicable. Effective Date: Upon contract revision.

Board Committee on Service and Partnerships Report - Page 11 BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS REPORT - EXHIBIT A

AMENDMENTS TO THE CIRCLE K INTERNATIONAL BYLAWS Adopted by the 2019 CKI House of Delegates

2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 1 Submitted by: International Council X Adopted Effective date: October 2019 Amended then adopted Amend: Article 5, Section 6 Not adopted Purpose: This amendment updates Not brought to the floor language to reflect current policies and Referred to a committee practices and grants CKI districts boards Other the authority to approve club bylaws. Vote required: Two-thirds (2/3)

ARTICLE 5. MEMBERSHIP OF CIRCLE K INTERNATIONAL

Section 6. Club Bylaws. Each club shall adopt the Standard Form for Club Bylaws, which may be modified only as approved by their district Board of Officers and the CKI Board of Trustees. The bylaws of a club may be amended by a vote at any regular meeting of the club, provided that written notice of such proposed amendments shall have been given the membership at least two (2) weeks prior to the meeting at which they are considered. All such amendments must be consistent with these Bylaws and shall become effective only after submission to and approval by their district Board of Officers the Director of CKI.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: NOT APPROVED.

Board Committee on Service and Partnerships Report - Exhibit A – Page 1

2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 2 Submitted by: International Council Adopted Effective date: October 2019 X Amended then adopted Amend: Article 6, Section 2, 3, 4, 5 / Not adopted Article 7, Section 1, 6 Proviso to Not brought to the floor amend corresponding policy code Referred to a committee Purpose: Allows for multiple-school clubs Other beyond just instances of “small institutions” and creates guidelines. The amendment allows members of satellite clubs to hold office and includes a proviso for policy code changes to correspond with this amendment. Vote required: Two-thirds (2/3)

ARTICLE 6. CHARTERING OF CLUBS

Section 2. Chartering of Multiple-School Club. A charter can be granted to a multiple-school club, with no more than one institution being a four-year institution with more than 5,000 students, defined as a club that is composed of students from two or more institutions that are standard degree-granting colleges, universities, junior colleges, and/or vocational technical schools that have been certified by the appropriate national, state, or provincial board(s) of education, given that these institutions are within the same Circle K International District. Charters will be governed by the same rules surrounding a four-year institution with less than 5,000 students or a two-year institution, and the name of the club will be determined by the club members in both institutions. A request to charter a multiple-school club must be submitted for approval to the Board of Trustees; this approval is required to form the club. The request must include an explanation of the need to charter a multiple-school club, proposed club name, club officer information, and membership roster listing each member’s home institution. After receiving approval by the Board of Trustees, the charter paperwork may be submitted to the International Office. For cases in which two or more local “small” institutions are unable to charter Circle K clubs, the Board of Officers of the district, with approval of the Director of Circle K International, shall grant permission for one club to be chartered. “Small” institutions are defined as enrollment of less than 1000 students as defined in Peterson’s Guide to Colleges or its non-U.S. equivalent of the current administrative year. This multiple-school club may only be formed if this is permitted by the institutions affected, prescribed in the bylaws of the Circle K club, and provided that at least 10% of the club membership comes from each institution.

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Section 3. Re-Chartering to a Multiple-School Club. For cases in which one Circle K club is already chartered, the Board of Officers of the district, with approval of the Director of Circle K International, shall grant permission for the club to allow students from local “small” institution(s) to become members of said club, thus forming a multiple-school club. “Small” institutions are defined as enrollment of less than 1000 students as defined in Peterson’s Guide to Colleges or its non-U.S. equivalent of the current administrative year. This multiple-school club may only be formed if this is permitted by the institutions affected, prescribed in the bylaws of the Circle K club, and provided that at least 10% of the club membership comes from each institution. If a Circle K club is already chartered at a given institution, students at that institution must remain within that given club. Internet-based clubs are not permitted.

Section 4. Minimum Charter Strength for Multiple-School Clubs. For all multiple-school clubs, the clubs must adhere to the minimum club charter strength of clubs with an enrollment or 1000 of more as outlined in Section D, Article 7c of the Policy Code.

Section 5. Club Satellites. 1. A club satellite shall be a club formed as a subsidiary of an active Circle K club (hence known as the host CKI club). a. Agreement from the following parties must be obtained to form a satellite club. a. The host CKI club b. The sponsoring Kiwanis club(s) of the host CKI club c. The district board of officers d. The CKI Director in conjunction with the CKI Executive Committee b. Both the host and satellite clubs are expected to honor all rules from their respective student governments. 2. A club satellite must be within reasonable range of the host club and be within the same district. 3. Club satellite members will count as additional members to the active CKI club and be treated as such, save for the following exceptions a. Club satellite members shall not count towards membership numbers in awards. b. Club satellite members shall not count towards the minimum membership for a club to be active. c. Club satellite members may hold any office, whether appointed or elected, at the host club, district, or international level, with exception to a liaison position that will facilitate communication between the satellite and host club. d. Satellite club members that hold a position will remain a member of the host club in that position until their term has ended or a substitute has been elected.

4. When a Club Satellite reaches 15 members at a four-year institution with 1,000 or more students, or 10 members at a four-year institution with less than 1,000 students or a two-year institution, they will have two (2) years to charter their club, otherwise their club satellite recognition will be revoked. 5. A club satellite recognition shall cease to exist either two years after the date of final approval or upon the chartering of a full Circle K club at the institution. a. A club satellite may renew its recognition with the approval of the parties in subsection 3.

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6. If at any point the host CKI club ceases to be active, the club satellite shall also be deemed inactive. 7. In cases where there are conflicts between rules set by a student government and this text, the student government rules shall supersede this section of the bylaws. 8. No Circle K club may host more than two (2) club satellites at the same time.

ARTICLE 7. MEMBERSHIP IN CLUBS

Section 1. Requirements for Seeking and Retaining Membership. Each Circle K club shall adopt criteria which will serve as minimum membership requirements for all members and prospective members of CKI. Criteria shall be adopted by majority vote of the club board of officers. The criteria for membership of a Circle K club shall include: d. payment of all club, district and International fees e. event and meeting attendance requirements as set forth by the club f. the minimum requirements to be eligible to participate in extracurricular activities as set forth by the host academic institution of the member

The club may set any additional requirements for membership, provided that these requirements do not violate the provisions of these bylaws. The above stated criteria shall be met within a specific time period as set forth by the club, not to exceed one administrative year. The district and Circle K International shall have the right to request changes in club criteria in the event it does not comply with this section or discriminates on the grounds of race, gender, creed, nationality, ability or sexual orientation.

Section 6. Members Enrolled at Other Educational Institutions. If an educational institution which is an institution of higher learning either vocational, technical or scholarly, has policies that prohibit the chartering of a Circle K club, any student of good character who is officially enrolled for at least part time status, as defined by the member’s host institution, may be elected to active membership in a local Circle K club if it is permitted by the institution in which the Circle K club exists if applicable, and prescribed in the bylaws of the Circle K club.

PROVISO TO ACCOMPANY AMENDMENT 2: CORRESPONDING POLICY CODE CHANGES Section D: Clubs 1. Membership in Clubs a. Any student that can uphold the objects of Circle K International, who is officially enrolled in a college, university, vocational, or trade school, as defined by the same institution at which the club exists, may be elected to active membership in said club, or multiple-school club. The minimum requirements for membership are set forth in Article 7 of the CKI Bylaws and in the bylaws of the local club. In no instance shall a local club place a “maximum” limit on its membership. (6/14)

Board Committee on Service and Partnerships Report - Exhibit A – Page 4

b. Membership shall become inactive when the above enrollment requirements are not met during the academic year. The member’s host institution shall define an academic year. In the event of a member’s graduation, membership will cease on September 30th. For members in Regions 1 and 2, the student must be enrolled for at least part time status to be eligible for membership.

6. Club Building a. Consistent with the CKI Bylaws, following certain conditions as outlined in this Policy Code, a Circle K club may be established at any institution of higher education that offers courses leading to an associate’s degree, bachelors/baccalaureate degree or post-baccalaureate degree, or at vocational or trade schools that have received a technical certification by their government or ministry of education. Clubs can also be multiple-school clubs, where a club consists of members from two or more institutions. b. New club building information, including a Petition for Charter form, shall be available online to any individual interested in forming a CKI club. The Petition for Charter shall be properly completed in accordance with the instructions on the form and approved by the sponsoring Kiwanis club president and secretary (if applicable), an administrative officer of the institution at which the prospective club would exist, if applicable, and the charter CKI club president and secretary. The Petition to Charter, club bylaws, and roster of charter members, accompanied by the chartering fee, shall be returned to the CKI office. The CKI Office will then take the necessary steps to complete the chartering process and include the membership materials in a mailing to the Circle K Club. (6/15) c. Per Article 7 Section 7 of the CKI Bylaws, in cases where students at one school are unable to charter a Circle K club due to the policies of the college or university, the group of students that is unable to charter must submit a letter from appropriate officials (Director of Student Activities, Dean of Student Life, etc.) at the school or a copy of the policies that state the club will be unable to charter. i. The president of the chartered club that will accept the students into membership must submit a letter to the CKI Office stating that the club has amended its club bylaws to allow these students to join, as well as a copy of the club’s amended bylaws, for approval. ii. Upon club submission of all of the above materials, the Circle K International staff and/or Sponsored Leadership Programs staff will approve the admission of these new members. Staff will then report to the board the number of schools affected by these policies. 7. Club Status (10/06) c. A Circle K club shall submit dues and membership information for a minimum of fifteen (15) members each year, except in the case of clubs comprising of students from multiple institutions, community college institutions, and with enrollments less than 5,000 students, for which (as defined by the most recent edition of Peterson’s Guide to Colleges) a Circle K club shall submit dues and membership information for a minimum of ten (10) members each year. (6/15)

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8. Kiwanis Support a. A member of a sponsoring Kiwanis club (if applicable) should be present at every club and board meeting. Within school administration-approved policies as applicable, the counseling of each CKI club shall be the responsibility of the sponsoring Kiwanis club's board of directors. The administration, program, and activities of the CKI club are the responsibility of the club officers, functioning under the rules of the school and counsel of the sponsoring Kiwanis club (if applicable). (6/15)

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 3 Submitted by: International Council X Adopted Effective date: October 2019 Amended then adopted Amend: Article 7, Section 3 Not adopted Purpose: Allows recent graduates to join Not brought to the floor Kiwanis without ending their Circle K Referred to a committee membership. Other Vote required: Two-thirds (2/3)

ARTICLE 7. MEMBERSHIP IN CLUBS

Section 3. Dual Memberships. A Circle K member shall be eligible for a dual-membership in Kiwanis following their graduation for the remainder of the Kiwanis fiscal year in which they graduated. Otherwise, no person shall be eligible for membership in a club who holds membership (other than honorary) in any other Circle K club, or other Kiwanis-family organization.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED AS AMENDED BY K.I. BOARD.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 4 Submitted by: International Council X Adopted Effective date: October 2019 Amended then adopted Amend: Article 9, Section 1 Not adopted Purpose: The amendment updates Not brought to the floor policies to match the current practice Referred to a committee regarding clubs in arrears, creates Other parameters for club status classifications. Vote required: Two-thirds (2/3)

ARTICLE 9. DISCIPLINE, RESIGNATION, AND TERMINATION OF CLUBS

Section 1. Club in Arrears. Any member club more than thirty (30) days in arrears for any indebtedness to Circle K International, its district or its sponsoring Kiwanis club by December 1 of a given Kiwanis fiscal year shall be considered "not in good standing". If the club continues to be in arrears by February 1 of the same Kiwanis fiscal year, it will be suspended. If such club is still in arrears by the start of the next Kiwanis fiscal year, defined as October 1, it will be considered inactive. If this club still remains in arrears for one year following the date they were designated “inactive”, it and may have its charter and membership suspended or revoked by action of the CKI Board of Trustees, providing that notice of said indebtedness shall have been duly sent by the Director of Circle K International to the president of said club. The CKI Board of Trustees may restore such club to membership upon payment of its indebtedness.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED AS AMENDED BY K.I. BOARD.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 5 Submitted by: International Council X Adopted Effective date: October 2019 Amended then adopted Amend: Article 10, Section 9 Not adopted Purpose: The amendment clarifies the Not brought to the floor length of officer’s terms. Referred to a committee Vote required: Two-thirds (2/3) Other

ARTICLE 10. DISTRICTS

Section 9. Term of Office. All officers shall assume their official duties the first day of April following the annual convention at which they are elected, and shall serve until March 31st of the following year for one (1) year or until their successor is duly elected.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 6 Submitted by: International Council Adopted Effective date: October 2019 X Amended then adopted Amend: Article 2, Section 2 and 3 Not adopted Purpose: This amendment replaces the Not brought to the floor word “mankind” with “humankind.” Referred to a committee Vote required: Two-thirds (2/3) Other

Article 2, Sections 2 and 3 (Humankind)

Section 2. Mission and Vision. Circle K is the organization that holds the promise of college student becoming tomorrow's leader. It exists to meet the personal needs of the individual collegian through the qualities of leadership, the rewards of service, and the unique spirit of friendship. Circle K's potential lies in its ability to positively influence those in society who are facing ultimate personal decisions, and those who will one day create the vision of humanity mankind for generations to come. Circle K is the embodiment of those qualities necessary to shape the future, realized in the colleges and universities. Circle K International is dedicated to the realization of humanity’s mankind’s potential.

The Mission of Circle K International shall be: Circle K International develops college and university students into a global network of responsible citizens and leaders with a lifelong commitment to service.

The Vision of Circle K International shall be: to be the leading global community-service organization on college and university campuses that enriches the world one member, one child and one community at a time.

Section 3. Member Pledge. The CKI Member Pledge shall be: “I pledge to uphold the Objects of Circle K International, to foster compassion and goodwill toward others through service and leadership, to develop my abilities and the abilities of all people, and to dedicate myself to the realization of humanity’s mankind’s potential”.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 7 Submitted by: International Council Adopted Effective date: October 2019 X Amended then adopted Amend: Article 19, Section 1 Not adopted Purpose: This amendment updates the Not brought to the floor committee structure and removes the Referred to a committee marketing portion of the membership Other and marketing committee due to recent changes in Kiwanis International processes. Vote required: Two-thirds (2/3)

ARTICLE 19. COMMITTEES

Section 1. Standing Committees.

a. The president with the consultation of the vice president and the Circle K International Director shall appoint Board members to the following standing committees. Standing committees will consist of Trustees and members in good standing in Circle K International. Members will be eligible for such appointment for the purpose of assisting in the development of policies, programs, and procedures. Only Trustees and past committee members are eligible for the position of chairperson or secretary. For a past committee member to be eligible, they must have served on the committee for which they are applying for no less than six (6) months. The committees shall consist of Membership & Marketing, Global Development, Kiwanis Family Relations, Service, and CKIx Planning. b. Membership & Marketing shall focus on membership development and education of current members, as well as use various marketing tactics to enlist new membership in the organization, and develop new marketing strategies. c. The Global Development Committee shall focus on the growth of Circle K International outside of North America districted areas through the use of membership development, education, outreach and marketing tactics. d. Kiwanis Family Relations will focus on improving the relationships between CKI and other branches of the K-family. These members of the Kiwanis Family Relations committee will be assigned to be an ambassador of each Kiwanis family branch including but not limited to: Kiwanis International Ambassador, Key Club International Ambassador, Aktion Club Ambassador, Builders Club Ambassador, K- Kids Ambassador. e. The Service Committee shall focus on the Service Initiative of CKI, the Tomorrow Fund, and CKI Preferred Charities and Service Partners. These members of the Service Committee will be assigned to be a Service Ambassador of each CKI Preferred Charity and Service Partner.

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a. Each member of the Service Committee will be an ambassador between Circle K and a Preferred Charity or Service Partner. f. The CKIx Planning Committee shall focus on the planning aspects of the International Convention and the Day of Service Large Scale Service Project event that will take place before, during, or after the International Convention.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 8 Submitted by: International Council X Adopted Effective date: October 2019 Amended then adopted Amend: Article 8, Section 4 Not adopted Purpose: This amendment outlines how Not brought to the floor clubs can designate the role of faculty Referred to a committee advisor. Other Vote required: Two-thirds (2/3)

ARTICLE 8. CLUB STRUCTURE

Section 4. Faculty Advisor. If the institution with which the Circle K club is affiliated requires a faculty/campus advisor or a club chooses to designate one, one shall be designated by the Circle K Board of Officers with approval from the school administration to advise and counsel the Circle K club, attend all meetings of the club, and ensure the club abides by the regulations of the school and all other local, state/provincial, and/or federal laws. If a faculty/campus advisor is not mandated by the institution and/or designated by the club, all communications from Circle K International will be sent to the Kiwanis Advisor as outlined above.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED AS AMENDED BY K.I. BOARD.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 9 Submitted by: International Council X Adopted Effective date: October 2019 Amended then adopted Amend: Article 10, Section 8 Not adopted Purpose: This amendment outlines how Not brought to the floor districts can elect officers if no Referred to a committee convention is held. Other Vote required: Two-thirds (2/3)

ARTICLE 10. DISTRICTS

Section 8. Election of Officers. a. The officers of a district, as defined in these Bylaws, shall be elected at the annual district convention. In the event that no district convention is held, district officers may be elected through a different in-person or teleconference meeting of the delegates of the district. Each district officer shall be an active member of a Circle K club, which is in good standing with both said district and International. The basis nomination and election shall be their eligibility, then demonstration of leadership ability. b. If the district bylaws so prescribe and provided that more than half of the clubs within the division have voting delegates present, lieutenant governors may be elected at divisional caucuses held prior to the annual district convention.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: NOT APPROVED.

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2019 Circle K International House of Delegates proposed bylaw amendment

Amendment: 10 Submitted by: International Board of X Adopted Trustees Amended then adopted Effective date: October 2019 Not adopted Amend: Article 7, Section 5 Not brought to the floor Purpose: This amendment grants the Referred to a committee Circle K International Board the Other authority to waive membership requirements for members with extenuating circumstances. Vote required: Two-thirds (2/3)

ARTICLE 7. MEMBERSHIP IN CLUBS

Section 5. Time to Meet Requirements and Graduation. If a member has not graduated, they have thirty (30) days to meet enrollment, academic, or minimum membership requirements before their membership will cease. In the event of a member’s graduation, membership will cease on September 30th. The Circle K International Board shall have the authority to grant exceptions to these rules only in the event of special circumstances and upon written petition by the affected individual.

RESULT OF KIWANIS INTERNATIONAL BOARD REVIEW: APPROVED.

Board Committee on Service and Partnerships Report - Exhibit A – Page 15

BOARD COMMITTEE ON SERVICE AND PARTNERSHIPS REPORT - EXHIBIT B

CHANGES TO THE CIRCLE K INTERNATIONAL POLICY CODES Adopted by the 2019 CKI Council

The following Circle K International Policy Code changes were adopted on June 25, 2019, by the Circle K International Council:

POLICY CHANGE #1 K.I. BOARD RESULTS: POSTPONED TO JANUARY MEETING

Purpose: Provide further direction and timelines to the grievance process for campaign violations

Section G: International Officers 7. Enforcement of Violations by Candidates and Grievances a. Enforcement i. Any individuals running for office shall not be part of the Executive Committee utilized for election enforcement. The International President, in consultation with the International Director, may select another individual to sit on the committee for this purpose. ii. Any entity found in violation of this policy may be subject to loss of delegate voting rights in the elections for international office or disqualification of candidacy, upon a supermajority of the International Board. b. Grievances i. A grievance is an appeal by the candidate of any action taken by the Executive Committee. Grievances will be reviewed and subject to action by the CKI Board. ii. The decision of the CKI Board shall be final, and documentation of the event and actions shall be filed. iii. If a candidate found in violation of these policies would like to file a grievance (appeal) of an executive committee decision, they need to submit a letter to the International President and Director requesting one within 5 days of receiving the original outcome. 1. In their letter, they need to explain one or more of the following reasons for appealing: error in the decision; the severity of the decision did not match the severity of the violation; or new information that would materially affect the outcome that could not have been discovered prior to the executive committee's decision. 2. The International Board will review the materials of the complaint including the original complaint letter, the original response letter, and the grievance letter in a closed board meeting, which will be held prior to the upcoming elections for international office; the candidate will receive notification of the next board meeting within five (5) days. The executive committee will also provide their reasoning for the decision and outcome determined to the International Board. The three possible outcomes are: decision upheld; decision upheld, but outcome lessened; or decision overturned

Board Committee on Service and Partnerships Report - Exhibit B – Page 1 POLICY CHANGE #2 K.I. BOARD RESULTS: APPROVED AS FURTHER REVISED BY THE K.I. BOARD.

Purpose: Limit the number of “administrative” hours that can be considered as “service” hours

Section K: Service Hours, Interclubs, and Kiwanis Family Relations 1. Policy Definitions e. Service administration shall be defined as the preparation time spent coordinating a particular service project, such as working with a community agency, acquiring project supplies, or conducting necessary pre-project volunteer training. f. Preparation time consists of time spent coordinating with a particular service project, such as coordinating a project working with a community agency, or acquiring project supplies.

2. Service Hours c. Service administration shall be considered service hours up to one hundred (100) service hours per administrative year.

POLICY CHANGE #3 K.I. BOARD RESULTS: APPROVED AS ORIGINALLY ADOPTED

Purpose: Changes to the purpose of CKI Week to be focused on marketing and recruitment.

Section M: CKI Week 1. Purpose The purpose is to promote the implementation of the CKI Service Partners and Service Initiative while further strengthening the relations within our Kiwanis Family. CKI on campus and in the community. Potential ways this can be accomplished are through recruitment and retention techniques, promotion of CKI’s tenets, and/or through implementation of projects with the CKI Service Partners and/or our Kiwanis Family. 2. Timeline The timeline of this event shall be at the discretion by the International Board of Trustees. 3. Requirement for Recognition CKI Service Week shall consist of the following: · Performing 2 or more projects with at least one the CKI Service Partners · Performing 1 or more projects themed after the CKI Service Initiative, Focusing on the Future: Children · Participating in Kiwanis One Day 4.3. Recognition for Participation CKI Clubs that satisfy all three requirements under the Activities policy code participate in CKI Week as determined by the International Board and/or appropriate committee(s) shall be recognized at the annual International Convention.

Board Committee on Service and Partnerships Report - Exhibit B – Page 2 POLICY CHANGE #4 K.I. BOARD RESULTS: POSTPONED TO JANUARY MEETING

Purpose: Clarification to how international trustees are assigned to districts and the process of reassigning districts in the event of a trustee resignation.

Section G: International Officers 9. Assignment of Districts to International Officers a. All assignments of districts to a given international officer are decided by the Circle K International President and Circle K International Vice President. Districts shall be divided up approximately evenly amongst the number of trustees, such that each trustee shall represent no less than four (4) districts. Assignment will be done on the basis of forms filled out by the governors and trustees regarding strengths and goals and will be determined within two weeks of the international convention at which the Trustees are elected. b. The pairing of sister districts shall be to the trustee, not the reciprocal. The districts will be paired to the trustee, and not paired to each other with the trustee being paired to predefined groups determined prior to their election. c. The Circle K International Vice President shall, in conjunction with any applicable international committees, assist in overseeing districts-in-formation. d. In the result of an International Trustee resignation that would remain unfilled or a vacancy in the office that exceeds (21) days, the trustee’s assigned districts will be reallocated to other trustees based off the executive committee’s recommendation based off the districts’ and trustees’ assessments. i. In the event that this emergency protocol is to be enacted, all districts shall be notified within 24 hours of the resignation and notification of the new international trustee within (21) days.

Board Committee on Service and Partnerships Report - Exhibit B – Page 3