ASSOCIATION OF MARSHALL SCHOLARS, INC.

Notice to Members of By-laws Amendments

Under the By-laws of the Association of Marshall Scholars, Inc. (“AMS”), the Board of Directors is required to give written notice to the Members of amendments to the By-laws made by the Board, and at the meeting of the Members next following the action by the Board to adopt such amendments, the Members may approve, repeal or amend such amendments.

Accordingly, at the 2020 Annual Meeting of the AMS, the Members will be asked to approve, repeal or amend the following amendments approved by the Board at their April 2020 meeting.

The Board is requesting the approval of these amendments by the Members.

Summary of Amendments

The four amendments were prepared in response to the Board’s decision to expand eligibility criteria for one Director position and to create an additional ex-officio Director position.

The First and Second Amendments expanded the eligibility of the Board voting seat reserved for one of the Chairs of the Regional Selection Committees to include any member of the regional reading or selection panels.

The Third and Fourth Amendments created a non-voting ex-officio Director role for the Managing Editor of the Marshall Newsletter.

The following pages outline the full text of the four amendments as approved by the Board.