To provide guidelines for conduct of the NGAUS Corporate Advisory Panel (CAP), as mandated by Article 3 of the NGAUS By-laws and further, to define duties and advisory responsibilities of the elected and appointed positions within the Panel.
To foster National Guard Association of the United States (NGAUS) and Industry relationships, thus supporting their mutual goal of enhancing and promoting modernization and readiness of the Army National Guard (ARNG) and Air National Guard (ANG).
Panel Membership and Meetings
This Panel will meet four (4) times a year, at a minimum; 1) during the annual NGAUS General Conference, 2) the Spring Adjutants General Association of the US (AGAUS) Conference, 3) the Annual National Guard Executive Directors Association (NGEDA) Conference, and 4) in conjunction with the annual NGAUS Industry Day each December. The CAP will also meet at such other times as determined by the NGAUS President, President of AGAUS, or the elected Chairperson of the CAP. For each meeting, except in conjunction with NGAUS Industry Day, the CAP will conduct an open meeting for attendance by any interested NGAUS industry member and a may conduct an executive session to be attended only by current CAP Members. The Chairperson will determine the time to be allotted for each meeting.
The CAP shall consist nominally of no more than fifteen (15) elected representatives from industry. To qualify as a CAP representative, the company/service agency being represented must have been a Corporate Member of NGAUS for at least one year prior to their representative’s nomination, and continue NGAUS membership throughout their CAP representative’s incumbency.
The elected CAP representatives shall serve a two (2) year term. The nominations/election process will be designed so that, nominally, no more than 60% of the terms shall expire in any given year.
A minimum of 50% of the designated industry representatives must be present to establish a quorum for any formal CAP meeting.
The CAP will include representatives drawn, in general, from a cross-section of contractors and service agencies which have professional associations with NGAUS, AGAUS and NGEDA. To meet that profile, the Panel shall always include representation (not to exceed the maximum of 15 standing CAP members) in proportion to the membership demographics of NGAUS from the following NGAUS Corporate Membership categories:
- Large business: Generally the largest defense corporations, doing in excess of $500M/year in DoD business
- Medium business: Companies with less than $500M/year but more than $25M year in DoD business.
- Smaller business: Companies with less than $25M/year in DoD business.
In addition, every effort will be made to insure a reasonable mix of CAP member business affiliations with both the ARNG and the ANG.
CAP Leadership and Nominations/Election Process
The CAP will be led by a Chairperson. The Chairperson will be chosen by a simple majority vote of the quorum present at the next CAP meeting following annual election of new representatives at the NGAUS Conference (generally, the office will be filled at a CAP meeting convened following the NGAUS Annual Conference immediately after the annual elections). The Chairperson will serve a maximum of two years’ service in that capacity. Past Chairpersons will continue to serve on the CAP as ex-officio, non-voting members for the purpose of maintaining continuity.
A Vice-Chairperson may be selected, by majority CAP vote, to serve as primary deputy to the Chairperson. The Vice-Chairperson will be first in line of succession if the Chairperson becomes unable to fulfill the elected term. The Vice will be considered as the “Chairperson designate,” although this could be modified at the annual election upon majority CAP vote. At the discretion of the CAP Chairperson and Panel, a Secretary may be selected (by majority vote). This is not a mandatory CAP position. When a Secretary is selected, the term of service will be for two years.
Additionally, the Chairperson may, as desired, appoint CAP Liaisons to 1) the AGAUS, 2) NGEDA, and 3) the ENGAUS, and to selected NGAUS and AGAUS-related conferences.
In addition, in circumstances wherein a matter of CAP purview or concern arises between any of the four formal CAP meetings, and the Chairperson determines that a quorum discussion and vote is required, the Chair may initiate an email-based, electronic discussion and vote. In such cases, this “virtual voting” decision will carry the same weight as at formal CAP meetings.
Ad Hoc or Standing committees may be constituted, upon majority vote of the Panel representatives.
A Membership Chairperson will also be selected, by majority CAP vote, to manage and foster industry-NGAUS relationships, and to insure all CAP representation issues are handled in a fair and equitable manner. The Membership Chairperson will also preside over the Nominating Committee, if one is constituted (not mandatory). The sole responsibility of the Chairperson, and Nominating Committee, is to establish and manage an equitable process for nomination and election of new industry representatives for the 15 rotating seats on the CAP.
Nominations: Nominations for new CAP representative positions will be solicited, in all of the three general membership categories outlined above. The “window” for new CAP nominations from NGAUS Corporate Members is between 15 June – 31 July each year, to insure an adequate time-frame for applicants, while insuring that nominations are closed at least one month prior to the annual NGAUS election meeting. Incumbent CAP representatives whose terms are expiring will not be eligible for nomination to another CAP term for at least a one year period. Incumbent members selected to CAP leadership positions will have their current membership extended to complete the two year term of the office.
Elections: The annual NGAUS Conference (usually in late August to mid-September each year) will serve as the platform meeting for selection of new CAP representatives. The electorate will consist of industry-appointed NGAUS Corporate Member representatives (one vote per company) as determined and verified by the attending NGAUS representative. A ballot and all the self-nominating biographies will be sent to the representatives in August after the nominations are closed. The voting will be conducted either by electronic ballot or hard copy prior to the end of the NGAUS Conference by the Corporate Representative from each Industry Partner and will be managed by the CAP Membership Chairperson, The counting and validation will be accomplished by two standing CAP representatives, and one NGAUS representative after the NGAUS Conference is closed. For each membership category (large/medium/small) an alternate will be selected from the next most voted nominee in each category to assist in retaining the desired CAP membership for the entire year.
Names of the newly elected CAP members will be announced at the Industry Day in December and the President of NGAUS will induct the new members at that meeting.
Panel Mid-Term Replacements: In the event an individual CAP representative becomes unable to fulfill their entire term for any personal or company reason, or any other circumstances dictates a mid-term replacement, such replacement CAP “slot” will be filled by the selected alternate for that category. If more than one position is any category is vacated before the end of a full term, the Panel may decide to leave the slot vacated until the next annual NGAUS meeting.
In the event an elected CAP representative fails to attend three (3) consecutive Panel meetings, or respond to Chairperson requests for Panel member inputs relative to on-gong CAP matters (including responses to any email-based electronic participation called by the Chairperson), the Panel may revoke that person (and company’s) CAP membership, subject to a majority vote.
In event of the Chairperson having to step down before term completion, the Vice Chair will normally ascend into the position to fulfill that term, upon CAP Panel approval. In that event, the replacement Chairperson may also be eligible, upon majority vote of the CAP membership at the annual election (NGEDA) meeting, to complete another full Chairperson term after the replacement service.
Duties and Responsibilities
The CAP duties and responsibilities will encompass a broad charter to foster NGAUS-industry relationships, and include:
- Serve as a standing forum for industry panel representatives to formally address common issues and concerns to the NGAUS, AGAUS, and NGEDA leadership and staffs.
- Serve NGAUS/AGAUS/NGEDA as a formal means of addressing association and/or National Guard issues and concerns to a standing body of industry representatives.
- Serve as a means for industry to more fully participate in the planning and execution of the many conferences wherein the associations and industry interact throughout the year.
- Research and recommend means by which NGAUS and industry can better maximize the mutual efforts of both in the legislative process.
- Mutually explore optimum NGAUS/AGAUS/NGEDA-industry relationships concerning corporate memberships, sponsorships, and contributions or fees -- all revenue producing initiatives for industry participation in Association conferences, receptions, dinners, and other activities.
- Neither the CAP as an entity, nor any individual member or group of members, is an agent, representative or spokesperson for the NGAUS, the AGAUS or NGEDA, for any purpose.
CAP Representative’s On-Going Interfaces With Industry
As the primary goal of the CAP is to foster NGAUS and industry relationships, it is paramount that the selected CAP representatives effect an active and on-going dialogue with their industry counterparts. Much of this interface will be accomplished through the normal NGAUS channels already in place and functioning (conference correspondence, NGAUS-exhibitor meetings, NGAUS briefings to industry, NGAUS magazine articles, “Industry Day,” etc.).
Additionally, and very importantly, a mandatory CAP-Industry Meeting, open to attendance by any and all industry representatives, will be conducted prior to the CAP meetings at the three major annual forums (NGAUS Conference, Spring AGAUS Conference, and annual NGEDA Conference). The purpose of this CAP-Industry Meeting will be to:
1) Enable the CAP leadership to update all industry representatives on the status of CAP-NGAUS initiatives and issues, and
2) Enable any industry representative to bring forth issues to the CAP that they feel should be brought before the attention of NGAUS, AGAUS and/or NGEDA.
Addendum: (Effective only for initiation of CAP after July 96 NGAUS Executive Council approval, through first CAP meeting at NGEDA ‘97):
- Initial CAP representatives will serve staggered terms of two years, and three years (approximately 50% each -- TBD).
- One more representative slot will be selected at the annual NGEDA selection meeting (January 1997)--the CAP was formally instituted, upon NGAUS Executive Council sanction in July 1996, with 11 representatives.
Note: This Addendum expired after the NGEDA 1997 CAP meeting (Jan 97/Albuquerque, NM). It is enclosed herein only to retain CAP history from its inception.
(Revision 2: 7 March 1997)
(Revision 3: 5 September 1998)
(Revision 4: 25 January 00)
(Revision 5: 10 January 2006)
(Revision 6: 26 January 2009)
(Revision 7: 23 February 2011)