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Private Mortgage Lenders Forum — Terms of Reference

Mission:

To create a Forum within AMBA that can provide a collective voice for the private mortgage lending industry.

Mandate:

The Private Mortgage Lenders Forum (PMLF) will provide leadership in the areas of compliance, standards of excellence, information and networking. In addition the mandate of the Forum will be to promote ethical, professional and consistent industry practices that will foster a healthy and sustainable industry.

Forum Objectives

  1. Create a forum that will allow industry members to openly discuss industry related issues;
  2. Develop best practices for the industry;
  3. Communicate key issues and concerns to the AMBA Board of Directors;
  4. Work with the AMBA Board and staff to further the needs of the private mortgage lender members;
  5. To work with provincial and federal regulators to develop legislation, rules and regulations that will:
    1. Protect Canadian investors, consumers and borrowers from unfair, improper and fraudulent practices;
    2. Promote best practices for transparent and reliable disclosure; and
    3. Ensure the health and vitality of the private mortgage lending industry for the benefit of all Canadians.
    4. Assist members in understanding and meeting the regulatory requirements of registration in their particular situation and jurisdiction.
  6. Work with AMBA to create effective communications for politicians, consumers and other industries practitioners, regarding the private mortgage lending industry by identifying the benefits and value provided to Canadians, the economy and the real estate industry.
  7. To support AMBA in advocating for the health and vitality of the Private Mortgage Lending industry and Canadian economy.

Forum Eligibility

The Forum will consist of Private Mortgage Lenders. The following is an outline of required criteria in addition to regular AMBA membership requirements:

  1. To have completed and been approved, or have the ability to demonstrate, that the firm is in the process of meeting all of the regulatory requirements of any national or provincial regulator or governing body in the jurisdiction in which the company operates.
  2. Have no outstanding enforcement or hearings with respect to any national or provincial regulator or governing body.
  3. Agree in writing to adhere to the Code of Conduct of the Private Mortgage Lenders Forum (at such time that they have been developed and approved by the membership).
  4. Have membership dues and Forum fee both paid in full to AMBA and be in good standing with the Association.
    1. Membership fees will be set by the AMBA Board of Directors and will be in addition to the Forum fee.
    2. Fees for the Forum will be established by the Forum executive, for 2012 the fee will be $500.
    3. Multiple individuals from each company may join the Private Mortgage Lenders Forum, but the Forum reserves the right to restrict attendance at meetings to a maximum of two representatives per company.
    4. Term of membership is from January 1 of each year to December 31 of the same year.
    5. All AMBA terms and processes relating to membership (as outlined in the AMBA bylaws) will apply.
    6. AMBA will invoice for both membership and the Forum fee clearly indicating the two amounts and the total due for payment.

Membership Benefits

  • Private Mortgage Lenders can have as many individuals join AMBA as they wish however; only two representatives per company/organization can attend any one meeting of the PMLF.
  • Inclusion in the Private Mortgage Lenders Directory;
  • Access to all information created, developed and distributed by the PMLF ;
  • Minimum of 6 meetings per year;
  • One vote per company (regardless of how many individuals from each company are present) on any decisions made at the PMLF meetings;
  • One vote per company when electing the executive positions for the Private Mortgage Lenders Forum, regardless of how many participants are present from that company;
  • A voice in the activities of AMBA as they relate to Private Mortgage lenders;
  • Input at the PMLF regarding priorities as well as activities as they relate to Private Mortgage lenders.

Forum Executive

The PMLF will have an elected executive as follows: 

  1. Chair
  2. Vice Chair
  3. Secretary (ex‐officio)
  4. Treasurer
  5. Director of Membership
  6. Director of Communication
  7. Director of  Ethics and Compliance

The Forum selection for Chair of the Forum will be submitted to the AMBA board for approval. All other positions may be directly approved by the PMLF. All of the six positions noted above will be elected at the first meeting of each year. The term of membership for the executive and Directors will be one year, with a maximum of 6 concurrent terms that an individual is able to be on the executive or act as a Director.

Nomination Process

Nominations shall be received by the Forum Chair in writing no less than 30 days prior to the first meeting of the year. All nominations must comply with the following conditions to be considered:

  • Signed by the nominating member supported by the signature of one (1) other eligible voting member on the prescribed form as supplied by the Private Mortgage Lenders Forum; and
  • Nominating member and nominee must be members of AMBA and the Forum in good standing.

Voting will be conducted at the first AMLF meeting of the year through a written ballot and tabulations will be conducted by an independent representative selected by the Private Mortgage Lenders Forum executive prior to the meeting.

Responsibilities of the Executive

Chair – The chair/president is responsible for ensuring that the executive and its members are aware of, and fulfill, their governance responsibilities, comply with applicable laws and bylaws conduct executive business effectively and efficiently and are accountable for their performance.

In order to fulfill these responsibilities, and subject to the organization's bylaws, the chair/ president presides over meetings, proposes policies and practices, sits on various committees, monitors the performance of the executive, submits various reports to the executive and directly to the President of  the Alberta Mortgage Brokers Association (AMBA). With authorization from the AMBA Board President the Forum Chair may also share reports and represent the Association on Private Mortgage lender related issues to funders, industry partners, regulators and other "stakeholders". Proposes the creation of sub‐committees; appoints members to such sub‐committees; and performs other duties as the need arises. 

Vice Chair – is a member of the executive and fulfills the Chair’s responsibility when the Chair cannot be available. The Vice Chair reports to the Chair and works closely with the Chair to assist in the execution of the responsibilities of the position. Performs other duties as assigned by the executive.

Treasurer – the treasurer will oversee all financial matters of the association. Working closely with the AMBA staff the treasurer will manage development of budgets for specific Forum projects, ensure fees and membership are all collected and up to date, track financial reserves for the Forum and report back to the Forum on a quarterly basis. Performs other duties as assigned by the executive.

Responsibilities of the Directors

Director of Membership  – is a member of the executive and is responsible for assisting in the duties of the executive. Reports to the chair and assists in communicating, developing, attracting, managing the membership of the Forum in cooperation and coordination with the AMBA Membership Directors. 

Director of Communications ‐ is a member of the executive and is responsible for assisting in the duties of the executive. Reports to the chair and assists in developing communications to regulators, members, consumers, investors and other stakeholders as determined by the membership. The Director will work with the AMBA Board Director responsible for Communications to ensure coordination and consistency of efforts.

Director of Ethics and Compliance – is a member of the executive and is responsible for maintaining and administering the Code of Ethics for the organization.  The Director will also identify changes in regulation and present the changes to the group for discussion and action if required. The Director will work with the AMBA Board Director responsible for Ethics to ensure coordination and consistency of efforts.

 

Ex‐Officio Positions

Secretary – this is a member of the AMBA staff and will be an ex‐officio member of the Forum. The Secretary will be responsible for ensuring that accurate and sufficient documentation exists to meet association, membership and legal requirements, and to enable authorized persons to determine when, how, and by whom the executive’s business was conducted. In order to fulfill these responsibilities, and subject to the organization's bylaws and code of conduct, the Secretary records minutes of meetings, ensures their accuracy, and availability, proposes policies and practices, submits various reports to the executive, maintains membership records, fulfills any other requirements of an executive, and performs other duties as the need arises and/or as defined in the bylaws.

AMBA President – the AMBA President will have an open invitation to attend meetings as an ex‐officio participant to provide a direct communication link back to the AMBA Board of Directors.

Financial Resources

All membership and Forum fees will be paid directly to the Alberta Mortgage Brokers Association (AMBA). The annual membership fee will be retained by AMBA. All amounts over and above this annual fee will be held in reserve by AMBA for the use of projects or activities of the Private Mortgage Lenders Forum. AMBA will provide quarterly reporting to the Forum Chair and Manager of Financial Resources indicating income, expenditures and remaining funds to allow for updating of the Forum as to financial resources.   Financial data will also be shared with the AMBA President and as required by the AMBA Board of Directors.   Approval of Expenses.

Any new project or activity will require a budget that is preapproved by the Forum Chair or Vice Chair (if the Chair is not available). Project expenses may include AMBA staff time or use of facilities. These costs may vary and will be evaluated on a project by project basis. Expenses incurred by the Forum need preapproval by the PMLF chair (or in the absence of the chair the vice chair).

Expenses that have been preapproved by the Forum Chair or Vice Chair will follow the normal AMBA approval and payment process. Any expense that has either not been preapproved or that falls outside the approval amount will be resubmitted to the Forum Chair or Vice Chair for review before following the normal AMBA processes.

Bylaws

The Private Mortgage Lenders Forum shall abide by and promote the purposes and objectives of AMBA as set forth in the most current version of the AMBA bylaws. The Private Mortgage Lenders Forum may adopt its own terms of reference (processes or procedures) for its operation provided that these terms are not contrary to, or inconsistent with, the AMBA bylaws or approved practices as established by the AMBA Board of Directors.

Annual Report

The Private Mortgage Lenders Forum is required to submit an Annual Report to the AMBA Board of Directors, presentation method and timing to the AMBA membership will be specified by the Chairman of the AMBA Board. Annual Reports should include:

  1. Listing of outgoing and newly elected executive;
  2. Summary of the past years activities, including number of regular meetings, topics and any special events, such as seminars or trade show participation;
  3. A current membership listing; and
  4. Disclose the amount of funds that are held by AMBA and the fees being charged by the Private Mortgage Lenders for the coming year.

Logo Use

The use of the AMBA logo, the name “Alberta Mortgage Brokers Association”, and the AMBA acronym by the Private Mortgage Lenders Forum must always include the name of the Private Mortgage Lenders Forum as to not confuse communications from AMBA directly. Direct communications should be coordinated with the AMBA communications staff. 

Termination

The AMBA Board of Directors will provide the Private Mortgage Lender Forum with 30 days’ notice should they decide to terminate the Committee for any reason. Should the Forum members decide to dissolve for any reason a motion must be tabled to all members and the AMBA President with thirty days’ notice and will require a vote of (50% plus 1) of the Forum members. Written notice of the vote and the decision must be provided to the AMBA President and submitted to the AMBA Board for approval.

Should a dissolution of the Forum occur for any reason the Forum shall cease utilizing the name Albert Mortgage Brokers Association” the acronym “AMBA” and the logo of AMBA (all of which are owned completely and exclusively by AMBA) and the Private Mortgage Lenders Forum will no longer claim any affiliation with AMBA.