Amplify AWT—Your Voice Honors Our Legacy

Introduction In 2019, the board established a governance task force of members to evaluate options for addressing concerns regarding the sustainability and health of the association. Ongoing mergers and acquisitions as well as a lack of time from member volunteers means that for AWT to remain relevant, we need to evaluate our current structure. Recommendations from the task force, refined by input from the membership, leads us to two bylaws recommendations that will create a stronger AWT to continue as the leader in serving the water treatment industry.

AWT History AWT was founded in 1985 by a handful of entrepreneurs who came together based on a common concern about the inability of water treatment firms to secure affordable product liability insurance. This was a major issue at the time, threatening the continued existence of water treatment businesses. Their solution was to create an insurance program based specifically on the smaller and medium-sized independent water treatment firms.

These founding members operated their businesses similarly: most of these companies blended their own products, they served the same market segments in their regions, and the owners of the firms all had similar backgrounds in terms of experience and education. These founding members came together to form, like most beginning trade organizations, a very homogeneous group.

The AWT of today bears very little resemblance to the fledgling organization of 1985. The diversity of the companies in the association is considerable in terms of size, scope of operations, geographic location, and other factors. The dynamic AWT of today provides high-level technical training, unparalleled networking opportunities, educational events, legislative monitoring, regulatory compliance assistance, and more to help your company succeed. The scope of programs offered by the association will continue to develop based on the shared and changing needs of its members.

Current Membership Structure AWT is a trade association with over 560 member companies. From 2016–2019, AWT served over 600 member companies, and these companies had over 4,500 individual employees receiving benefits from AWT. Today, mergers and acquisitions have reduced the number of companies AWT serves to about 560, yet the number of employees receiving AWT benefits has increased to almost 5,100.

AWT’s current bylaws are inhibiting growth that would lead to long-term sustainability. Water treatment company (WTC) members are limited to companies with less than $30 million in annual sales and fewer than 150 employees. These existing limits are prohibiting growth and engagement, leading to a decline in talent and intellectual capital for all members. If we continue to contract at this rate, AWT will have fewer than 450 companies by 2029.

Proposed Changes At this year’s Annual Business Meeting in September, the membership will be voting on two changes to the AWT bylaws that have been designed to help the organization grow well into the future. It is important to note that you do not need to be physically present in Vancouver to vote. The meeting will be livestreamed, and AWT has created a way for any eligible member to vote, regardless of their participation at the convention.

Proposed Measure 1

To change the cap on WTC members by removing the dollar restriction and increasing the number of employees to 500 or fewer employees in a water treatment division.

According to the Small Business Administration, a “small-business” is 500 employees or fewer, so it would follow an existing precedent. With the cap set at 500 employees, we serve our historical desire to remain small business focused.

It has been almost two decades since the size restriction has been modified, which has not allowed for inflation. By setting the increase higher than just the inflation rate, we can account for growth into the future. Members would not be punished/excluded for growing. Historically, excluding members that have grown has resulted in a loss of talent/intellectual capital/contributions for the good of the members. Members who have had to leave committee participation because their company sized out would be able to return.

We would allow for growth and increase member engagement, all while remaining true to the spirit of helping small business owners.

Current Bylaws

2.2. Eligibility. The qualifications for each membership class shall be as follows:

2.2.1. Water Treatment Company (WTC). Companies whose primary customer is the water treatment end-user (80% of sales to end-user). The company is limited to annual gross sales of $100M US from water treatment operations. This category can include divisions and subsidiaries of larger companies only if the parent company is not involved in the sale of water treatment products or components. If two subsidiaries or divisions join, their combined total annual gross sales must be under $100M US from water treatment operations.

Proposed Bylaws

2.2. Eligibility. The qualifications for each membership class shall be as follows:

2.2.1. Water Treatment Company (WTC). Companies whose primary customer is the water treatment end-user (80% of sales to end-user). The company is limited no more than 500 full-time employees working in the water treatment division to qualify for this category. This category can include divisions and subsidiaries of larger companies only if the parent company is not involved in the sale of water treatment products or components. If two subsidiaries or divisions join, they shall not have more than 500 full-time employees.

A second section of the bylaws would also need to be modified to align with this change:

Current Bylaws

2.2.8. Prohibited Organization. Any Water Treatment Company (WTC) that has, in the aggregate, more than one hundred fifty (150) full-time employees in the water treatment division or that is greater than $100M US. Sustaining members are exempt from this provision.

Proposed Bylaws

2.2.8. Prohibited Organization. Any Water Treatment Company (WTC) that has, in the aggregate, more than five hundred (500) full-time employees in the water treatment division. Sustaining members are exempt from this provision.

Proposed Measure 2

The task force also recommends that anyone with an interest in water treatment be allowed to join AWT as an individual member. This would allow AWT companies to gain access to a wider network both domestically and abroad. This would also open the talent pool to AWT, allowing for greater engagement in our community. While members in this category would have access to water treatment resources and AWT pricing and be able to serve on committees, they would be restricted from voting in AWT elections, sitting on the board of directors, chairing a committee, or participating in the Business Owners Meeting and website.

Current Bylaws

2.1. Classes. There shall be five classes of members: Water Treatment Company (WTC); Water Treatment Supplier Company (WTS); Honorary Emeritus; Sustaining; and Student.

Proposed Bylaws

2.1. Classes. There shall be six classes of members: Water Treatment Company (WTC); Water Treatment Supplier Company (WTS); Honorary Emeritus; Sustaining; Individual; and Student.

A second section of the bylaws would also need to be modified to align with this change. For this addition, there is no change to existing language since it is new proposed language.

Current Bylaws

Section 2.2 of the AWT bylaws outlines the eligibility of all classes of membership as listed in section 2.1

Proposed Bylaws

The addition of the following category and updated numbering of subsequent categories:

2.2.5. Individual. Anyone with an interest in water treatment.

2.2.6. Student. Students who qualify under the SEED

program description as prescribed by the policies and procedures as set by the board of directors.

2.2.7. Common Ownership. Any eligible member company with common ownership or control by a current AWT member company may elect to join AWT. If the eligible member companies share the same membership category, one of the companies would be required to sub-register under that membership category. If the companies qualify for different categories, they would join at the WTC membership rates. If the companies are in the WTC category and still meet the criteria for a WTC, then the owner must designate which company will be the voting member. Member companies with common ownership or control may only have one representative elected to the board of directors at any given time.

Make Your Voice Heard: Casting Your Vote It is important to emphasize that physical in-person attendance will not be required to participate in this vote. To ensure that as many eligible voting members have an opportunity to vote as possible, this year’s business meeting will be livestreamed. Regardless of whether you are attending in person or online, please take a few moments to review the voting procedures below.

1) One vote is permitted per WTC company. Official voting notifications have been sent to eligible voting companies electronically as well as via mail. 2) The proposed bylaws changes will be voted on as separate measures. 3) You may submit your vote one of three ways in accordance with AWT bylaws: a. Attend the membership meeting in person. At the conclusion of the meeting, you will be sent a secure electronic voting link. This vote may be cast from your phone or at a voting station provided at registration using a login unique to you. Important: You must attend the meeting to vote. b. Attend the membership meeting remotely via Zoom. A Zoom link will be sent to those who selected remote participation prior to the meeting with instructions for how to enter your name. Important: You must attend the meeting to receive a voting link. Upon conclusion of

the meeting, you will be sent a voting link to cast your vote, provided your attendance was recorded. c. Vote by proxy. For each measure, a voting member will be assigned to cast all proxy votes in favor, another for against, and a third for abstain. Upon the conclusion of the meeting, the proxy voters will supervise the casting of all votes for their designated option. This option is recommended ONLY for those who cannot attend in person or log in for remote participation. Anyone who submits a proxy vote ahead of time will NOT receive a voting link, even if they decide to attend the meeting. This is to ensure that only one vote is permitted per company.

Conclusion We are confident that these changes will allow us to stay true to our core values and members while embracing the excitement of the future. Be sure to participate in this important vote that will allow us to move forward to a stronger future.