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Aug. 19, 2024

2024 IHCA/INCAL Annual Member Meeting

Nomination of Directors for Election to the Board of Directors

Under the IHCA/INCAL Bylaws, the Board of Directors is structured as follows:

Chair
Chair-Elect
Immediate Past Chair
Secretary
Treasurer
President (non-voting, ex-officio)
Twelve (12) At-Large Directors

The first six (6) Directors, listed above, are the Officers of IHCA/INCAL, and all except the President are elected by the Regular Members. The President is appointed by the Board of Directors. There are twelve (12) At-Large Directors. No organization may have more than one (1) representative in an Officer position or more than one (1) representative as an At-Large Director. At least one (1) of the At-Large Directors must be employed by or otherwise represent an assisted living or independent living facility member of IHCA/INCAL.

Consistent with the IHCA/INCAL Bylaws, a Nominating Committee has been formed comprised of the following members: Yvonne Tanner, Chair, (Brickyard Healthcare); Kent Rodgers (CarDon); Elaine Wilson (Saint Anne Communities); Todd Mehaffey (Trilogy Health Services); Mike Weber (Riverwalk Communities). As a Regular Member of IHCA/INCAL, you may recommend a qualified candidate for board membership to the Nominating Committee. The Nominating Committee will then meet and compile a list of qualified candidates, which will make up the Slate for the 2024 Board of Directors. The list will be sent to the Regular Members prior to the Annual Meeting, and the election of the candidates will take place at the Annual Meeting.

How to Nominate a Candidate

If you are interested in nominating a candidate for the Board of Directors, please advise the Chair of the Nominating Committee, Yvonne Tanner, via a written notice sent to communications@ihca.org, as soon as possible, but no later than 12:00 PM ET on July 12, 2024, identifying the individual and the position the individual would like to fill. To serve as a Director of IHCA/INCAL, a nominee must be able to demonstrate the ability to commit his/her organization on questions that confront the Board. This means that anyone within a member organization, no matter their position, may serve on the IHCA/INCAL Board of Directors so long as they can show that they have the authority to make decisions for their company while serving as a Director of IHCA/INCAL.

The Nominating Committee will review all submitted candidates to determine whether they meet these qualifications. It is recommended that nominees submit to the Nominating Committee written assurance that they are in a position, or otherwise have the authority and support, to commit their organization on issues that confront the IHCA/INCAL Board of Directors.

Nominations may also be made from the floor at the Annual Meeting for each Director position. If you intend to nominate someone from the floor, the nominee should be prepared to demonstrate at the Annual Meeting that he/she is qualified to serve as a Director.

Election of Directors

A ballot will be prepared for the Slate as established by the Nominating Committee. Nominations from the floor will then be written on the prepared ballot once the nominations have been closed, if applicable. The Regular Member representatives will be asked to vote for the Slate as a whole if it is not contested, or for each Officer and At Large Director if it is contested.

Resolutions of the Members

Consistent with the IHCA/INCAL Bylaws, the Board has also established a Resolutions Committee comprised of five (5) members of the Board of Directors, as follows:

• Elaine Wilson, Chair (Saint Anne Communities)
• Kent Rodgers (CarDon)
• Yvonne Tanner (Brickyard Healthcare)
• Todd Mehaffey (Trilogy Health Services)
• Mike Weber (Riverwalk Communities)

The Resolutions Committee will meet before the Annual Meeting to consider proposed resolutions and make recommendations with respect to each resolution submitted to the Committee. Please submit any issues you would like considered at the Annual Meeting to the Chair of the Resolutions Committee, Elaine Wilson, via a written notice sent to communications@ihca.org or mailed to the IHCA/INCAL main office, as soon as possible, but no later than 12:00 PM ET on Friday, July 19, 2024.

Voting at the Annual Meeting

The IHCA/INCAL staff will prepare an official list prior to the Annual Meeting of the following information:

a. All Regular Member facilities.
b. The authorized number of votes for each Regular Member facility.
c. The authorized person or persons to cast each Regular Member facility’s votes.

Once the Nominating Committee has assembled the recommended Slate, IHCA/INCAL will send information to you and/or your corporate office concerning in-person voting or voting by proxy at the Annual Meeting.