UAEL DISPUTE RESOLUTION PROCEDURES

Section 1.            Duties of Membership

The following are among the duties of membership in UAEL for all members (regardless of category) and their representatives:

(a)                To abide by the UAEL Standards of Professional Practice (“Standards”).

(b)               To submit to hearings and/or other proceedings through the Association concerning alleged violations of the Standards in any commercial finance or equipment lease transaction, as described in these UAEL Dispute Resolution Procedures (“Procedures”) and as the some may be amended from time to time.

Section 2.            Standards Committee

(a)                There shall be a committee, known as the Standards Committee (“Committee”), which shall have nine (9) members (each of whom shall be a representative of a UAEL member).  The (9) Committee members shall consist of the following:  Chairperson; Vice Chairperson, UAEL Board Liaison; Immediate Past President of UAEL; and five (5) other individuals, one (1) of whom shall be an attorney and no more than two of whom may be members of the UAEL Board of Directors (“Board”).  The President shall appoint all Committee members, subject to confirmation by the Board.  If a Committee member must disqualify himself or herself from a particular case, the President shall appoint a qualified replacement from the appropriate category to satisfy these requirements for that particular case.

(b)               Only one person connected with any one UAEL member may serve on the Committee

(c)                A quorum shall consist of five (5) Committee members.  The majority vote at any meeting at which a quorum is present shall constitute the determination of decision of the Committee.  The Committee may conduct meetings in person, by teleconferences, or by correspondence.

Section 3.            Privilege to File Complaints

Any person or firm may file a Complaint under the Procedures.  A Complaint should only address any alleged violation(s) of the Standards by a member firm.

Section 4.            Initiating a Complaint

(a)                A filing fee of $100 must accompany the Complaint.

(b)               The Complaint must be signed by the Complainant, and must do all of the following:  (I) concisely sate the facts supporting the alleged violaion(s) of the Standards; (ii) attach the basic documents in Complainant’s possession (which may include declarations) supporting the alleged violation(s); and (iii) contain a statement in substantially the following form: 

SAMPLE STATEMENT                                                19                       

The undersigned hereby requests that a hearing on the within Complaint be held through the United Association of Equipment Leasing.  The undersigned hereby agrees to abide by the decision and findings of the Standards Committee and the UAEL Board of Directors.  We further agree to abide by the UAEL Dispute Resolution Procedures, including without limitation the Section 11 waiver of further action against the Association and others.

(c)                The Complaint must be filed by sending some, certified mail with return receipt requested, to the Committee Chairperson at UAEL headquarters, or by personal delivery at said location.

(d)               UAEL headquarters shall promptly send a copy of the Complaint to the Committee members to determine whether the Complaint may involve a Standard’s violation.  Based on that determination, the Committee may (i) dismiss the Complaint, (ii) request further information from the Complainant, (iii) proceed with plans for a hearing, (iv) conduct a proceeding based solely on written submissions, or (v) take any other action not inconsistent with these Procedures.

(e)                A person shall automatically be disqualified to serve on the Committee for any case in which he/she (i) is a party, or (ii) is related by blood or marriage (to the fourth degree in either case) to, or is an employer, employee, partner or other business associate of a party, or (iii) has any monetary interest.  Promptly after receiving a copy of any Complaint pursuant to Section 4(d) above, and before considering anything other than qualification on any case, each member of the Committee shall sign a statement that he/she is not disqualified for any of the foregoing reasons, and that he/she knows of no other reason that might prevent him/her from rendering an impartial decision.

(f)                 The Complainant may withdraw the Complaint, subject to forfeiture of the $100 filing fee.

Section 5.            Notification

When the Complaint is sent to the Committee members, UAEL headquarters shall inform the principal contact person on record with the Association that a Complaint was filed against that UAEL member firm.  All members shall abide by these Procedures, including without limitation, the Preamble, and shall be bound thereby with respect to any dispute arising during the term of such membership.

Section 6.            Pre-Hearing and Other Proceedings

(a)                After the Committee receives the Complaint, and before the Committee determines whether the Complaint may involve a Standards’ violation, the Chairperson may assign the case to a Committee member (a “Facilitator”) to analyze whether the Complaint contains enough written information for the Committee to make such a determination.  To assist the Facilitator’s analysis, the Complainant must give the Facilitator all such additional documents and written information as the Facilitator requests.  When the Facilitator believes he/she has enough written information to make a determination whether the Complaint may involve a Standards’ violation, the Facilitator shall advise the Chairperson, and also send all such additional documents and written information (received from the Complainant) to the Chairperson at UAEL headquarters.  UAEL headquarters shall promptly send copies of all such additional documents and written information to the Committee members. 

(b)               If the Committee determines the Complaint does not involve a Standards’ violation, the Chairperson, through UAEL headquarters, shall send appropriate notification of the Complainant and each party named in the Complaint (each a “Respondent”), and no further action shall be taken.

(c)                If the Committee determines the Complaint may involve a Standards’ violation, the Chairperson, through UAEL headquarters, shall send a copy of the Complaint and supporting materials to each Respondent, by certified mail with return receipt requested, with notification that Respondent should file an Answer with the Committee, within twenty (20) working days after mailing such notice,  and that if no Answer is made, the charges may be deemed admitted.  If no Answer is received at UAEL headquarters within forty-five (45) calendar days, a sencond notice shall be mailed to each Respondent, stating that if no Answer if received by UAEL headquarters within ten (10) calendar days, Respondent may be held to be in violation of the Standards and the Procedures, and subject to action by the Committee pursuant to Section 9(b) below.

(d)               The Answer must be signed by the Respondent, and must do both of the following:  (i) concisely state the facts showing that no violation of the Standards has occurred; and (ii) attach the basic documents in Respondent’s possession (which may include declarations) supporting the position that no such violation has occurred.  The Answer must be sent by certified mail with return receipt requested to the Committee Chairperson at UAEL headquarters, or be personally delivered at said location.  UAEL headquarters shall promptly send a copy of any Answer to the Committee members.

(e)                The Chairperson, through UAEL headquarters, shall promptly send a copy of the Answer and all supporting materials to the Complainant by certified mail with return receipt requested, and notify Complainant that Complainant may file a written Reply within twenty (20) working days after mailing such notice.  The Reply shall be filed in the same manner as the Complaint, and UAEL shall send copies to Committee members and Respondent.

(f)                 After the Committee receives the Complaint, Answer and any Reply, the Chairperson may assign the case to a Committee member to facilitate further analysis (a “Facilitator”).  The Facilitator may be the same person assigned pursuant to Section 6(a) above, if one was assigned.  The Complainant and each Respondent must give the Facilitator such information and documents as the Facilitator requests.  Based on the Facilitator’s analysis of the Complaint, Answer, Reply, and input from the parties, the Facilitator shall prepare and present a confidential written or oral report to the Committee as a whole, with a recommendation for the further action to be taken.  The Committee shall promptly vote on what action to take in response to the Facilitator’s recommendation.

(g)                The Committee may expedite matters by resolving disputes solely upon the Complaint, Answer, Reply, other documents from the parties, and any Facilitator’s recommendation.

(h)                If a dispute is not otherwise resolved pursuant to the foregoing provisions of these Procedures, the Committee may decide to hold a hearing or other proceeding, shall set a date therefor, and through UAEL headquarters, mail reasonable notice to all parties to the dispute.  Said notices shall be sent by certified mail with return receipt requested, and shall include the names of the Committee members or the appropriate replacements and a complete copy of the Procedures.

(i)                  If the Complaint involves parties and issues in litigation (or administrative proceedings), or which subsequently are in such litigation or proceedings, the Committee may stay its proceedings pending a final determination of the issues by a court or administrative agency.

(j)                 The Committee may prescribe any other procedure not inconsistent with these Procedures.

Section 7.            Committee Representation at Hearings and Other Proceedings

(a)                The Committee will be represented at the hearing or other proceedings by a minimum of five (5) of its members.  In addition, a UAEL staff member shall be present.

(b)               Every Committee member shall endeavor to avoid discussing the case with anyone other the Committee members.  If he/she does engage in such discussion before the hearing or other preceding, he/she must disclose the fact to the parties and to the other members of the Committee immediately.  After the hearing or other proceeding and before decision, no Committee member shall discuss the merits of the case with any person, other than in formal Committee session; to do so shall be a violation of membership duty.

(c)                Any person or firm may file a request with the Committee to disqualify any member(s) from serving at a hearing or other proceeding, stating the grounds for disqualification.  Any such request shall be filed at least ten (10) working days before the hearing pr proceeding.  If a majority of a Committee quorum finds any automatic ground of disqualification to be present or finds any other fact which in the majority’s judgement may prevent the member from rendering an impartial decision, or appear to do so, that member shall be disqualified.

Section 8.            Conduct of Hearing

(a)                Counsel may be present to advise a party but may not participate at the hearing.  Counsel may be called as a witness if appropriate.

(b)               Hearings will be conducted informally.  Each party must try to convince the Committee of the correctness of its position and no hearing will be closed until each party has had a full opportunity to do so.

(c)                Each party will present its case as follows:  (i) an opening statement to describe the controversy; (ii) presentation of testimony and other evidence and arguments in support of the party’s position; and (iii) a closing statement to summarize evidence and arguments, and to refute points made by the opposing party.

(d)               Every party has the right to present witnesses, pertinent evidence, and submit questions for the Committee to examine witnesses.  There will be no cross-examination; the Committee shall conduct all questioning of witnesses.  Evidence shall be oral testimony, declarations, authenticated documents, or other papers verified to the Committee’s satisfaction.

(e)                If summoned by the Committee, it shall be a membership duty of every member to appear at the hearing and to testify truthfully.

(f)                 Witnesses giving oral testimony shall be sworn by the Committee Chairperson.  Any testimony given by a representative of a member firm which is proven to be knowingly false will be considered a violation under the Standards.

(g)                When the Committee, through the Chairperson, has determined that all parties have had a fair opportunity to present all their evidence, the Chairperson will declare the hearing closed.

Section 9.            Decision

(a)                The Committee shall make its decision in writing, signed by the Chairperson, and filed with UAEL headquarters, within ten (10) working days after the hearing is declared closed.

(b)               The Committee’s decision shall state whether a Standards’ violation has occurred, and the disciplinary or other action, if any, to be taken.  Such action may be one or more of the following:  (i) dismissal of the Complaint; (ii) private censure consisting of attaching the decision to the Respondent’s UAEL membership records; (iii) public censure consisting of UAEL’s publication of the decision; (iv) probationary membership with the conditions set by the Committee; (v) suspension of membership for a term determined by the Committee; and/or (vi) expulsion from membership.

(c)                The Committee, through UAEL headquarters, shall send a copy of the decision to the Complainant and each Respondent within five (5) working days after the decision is filed.

Section 10.            Appeals

(a)                Any party to a case not satisfied with the Committee’s decision, may file a written appeal to the Board by filing some at UAEL headquarters within sixty (60) days after the Committee’s decision is filed.  A filing fee of $100 must accompany the appeal.

(b)               If an appeal is filed, the hearing on it will occur at the next scheduled Board meeting in connection with the Spring Education Conference or Annual Conference, which is not less than fifteen (15) working days after the appeal is filed.

(c)                UAEL headquarters shall send notice to all parties to the case,  by certified mail with return receipt requested, within ten (10) working days after an appeal is filed, of the time and place of the appeal hearing by the Board.  At the some time, UAEL headquarters shall send to each Board member an entire copy of the file with respect to the case.

(d)               Counsel may be present to advise any party but may not participate at the Appeal Hearing.  Counsel may be called as a witness if appropriate.

(e)                At the hearing before the Board, the Committee Chairperson shall present a summary of the case.  Each party shall be heard to correct the summary, if he/she wishes to do so.  Each party may present to the Board his/her reasons why the Committee’s decision should be followed or not, but no new evidence shall be presented.

(f)                 The Board shall render its decision within ten (10) working days of said hearing.  The decision shall be filed with UAEL headquarters, which shall send a copy to each party.  The appeal decision may adopt, reject or modify the Committee decision.  The Board’s decision shall be final.

Section 11.            Waiver

Each member firm and its employees and representatives, by virtue of membership, waive any right of redress against the Association, the Board, the Committee, and its members for any action taken in implementation of the Standards or Procedures.

Section 12.            Effect on Rights and Obligations

Neither an alleged violation of these Standards nor any determination that an actual violation has occurred shall delay, impair or otherwise affect the rights, remedies or obligations of the parties to a commercial finance or an equipment leasing transaction.