Board of directors

(1) The board of directors of the association consists of no fewer than seven nor more than eleven member insurers serving terms as established in the plan of operation. Member insurers shall select members of the board, subject to the approval of the commissioner. If a vacancy occurs, the remaining board members shall fill the vacancy for the remaining period of the term by a majority vote, subject to the approval of the commissioner. To select the first board and initially organize the association, the commissioner shall give notice to all member insurers of the time and place of the organizational meeting. At the organizational meeting, each member insurer is entitled to one vote in person or by proxy. If the board is not selected within sixty days after notice of the organizational meeting, the commissioner may appoint the initial members. (2) In approving selections or in appointing members to the board, the commissioner shall ensure that all member insurers are fairly represented between member insurers that write primarily life insurance or annuity contracts and member insurers that write primarily health benefit plans. The commissioner shall also consider whether member insurers with experience in providing large group health benefit plans to employers whose employees are subject to a collective bargaining agreement are represented on the board. (3) Members of the board may be reimbursed from the assets of the association for expenses incurred by them as members of the board, but members of the board shall not otherwise be compensated by the association for their services.