§ 6202. Constitution and by-laws. (a) The exchange shall function
under its constitution and by-laws which it may amend pursuant to the
terms thereof.

(b) Notwithstanding the authority granted to the exchange pursuant to
the provisions of the constitution and by-laws to amend, replace or add
provisions, the constitution and by-laws shall at all times provide for
but not be limited to:

(1) the election of no less than six nor more than thirteen governors
at least one-third of whom shall not be members of the exchange and who
shall be public representatives;

(2) the location of the principal offices of the exchange and its
members to be within this state for the purpose of the transaction of
the types of business described in subsection (b) of section six
thousand two hundred one of this article;

(3) the submission by members and all applicants for membership on the
exchange of such financial information required by the superintendent;

(4) the establishment by the exchange of a security fund in a form and
amount approved by the superintendent;

(5) the voting power of members who are underwriting syndicates;

(6) the voting power and other rights granted under the provisions of
the not-for-profit corporation law to participate in the conduct and
management of the affairs of the exchange by brokers, agents and
intermediaries transacting business on the exchange, each of whom shall
be considered "members" only under the provisions of such law; and

(7) the rights and duties of exchange members, which may include but
shall not be limited to the manner and form of conducting business,
financial stability, dues, membership fees, mandatory arbitration and
all other matters necessary or appropriate to conduct any business
permitted by this article.

(c) Any amendments to the constitution and by-laws shall be subject to
the approval of the superintendent.

(d) At least two-thirds of the governors shall be citizens of the
United States.

(e) For the purposes of this section, a principal office shall be one
where officers and qualified personnel who are engaged in the
administration, underwriting, claims, policyholders' service, marketing,
accounting, record-keeping and all supportive services shall be located.