Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| FORM 990, PART VI, SECTION A, LINE 6 | THE ASSOCIATION HAS THE FOLLOWING CLASSES OF MEMBERS: --INDIVIDUAL MEMBERS --ASSOCIATE MEMBERS --HONORARY MEMBERS --EMERITUS MEMBERS | |
| FORM 990, PART VI, SECTION A, LINE 7A | PDA'S GLOBAL MEMBERSHIP IS ELIGIBLE TO VOTE TO ELECT PDA'S BOARD OF DIRECTORS. THE PROCESS IS AS FOLLOWS: A NOMINATING COMMITTEE, CONSISTING OF THE CHAIRMAN, CHAIRMAN-ELECT, AND IMMEDIATE PAST CHAIRMAN, SUBMITS TO THE BOARD OF DIRECTORS A SLATE WITH (2) NOMINATED CANDIDATES FOR EACH OFFICER POSITION AND (2) NOMINATED CANDIDATES FOR EACH ELECTED DIRECTOR POSITION. THE BOARD OF DIRECTORS, THEN VOTES TO SELECT 1 CANDIDATE FOR EACH OPEN POSITION TO SEND TO THE FULL MEMBERSHIP FOR VOTING. AN ELECTRONIC BALLOT CONTAINING THE NAMES OF ALL CANDIDATES FOR ELECTION, WITH PROVISION FOR A "WRITE-IN CANDIDATE FOR EACH POSITION TO BE FILLED, IS THEN PROVIDED TO EACH ASSOCIATION MEMBER ENTITLED TO VOTE. AN ELECTED OFFICER MAY BE REMOVED FROM OFFICE BY VOTE OF AT LEAST TWELVE (12) DIRECTORS OR BY TWO-THIRDS (2/3) VOTE OF ALL INDIVIDUAL MEMBERS OF THE ASSOCIATION. LIKEWISE, AN ELECTED DIRECTOR MAY BE REMOVED FROM OFFICE BY VOTE OF AT LEAST TWELVE (12) DIRECTORS OR BY TWO-THIRDS (2/3) VOTE OF ALL INDIVIDUAL MEMBERS OF THE ASSOCIATION. | |
| FORM 990, PART VI, SECTION A, LINE 7B | BYLAWS AMENDMENT PROCESS: EACH PROPOSED AMENDMENT OF PDA'S BYLAWS, APPROVED BY VOTE OF AT LEAST TWELVE (12) DIRECTORS, SHALL BE SUBMITTED WITH A BALLOT TO ALL PDA MEMBERS ENTITLED TO VOTE. A PROPOSED BYLAWS AMENDMENT SHALL BECOME EFFECTIVE UPON RECEIVING A TWO-THIRDS (2/3) "YES" VOTE OF THE MEMBER BALLOTS RECEIVED. | |
| FORM 990, PART VI, SECTION B, LINE 11 | THE FORM 990 IS REVIEWED BY THE PRESIDENT AND EXECUTIVE COMMITTEE MEMBERS. THE FORM 990, IN PDF FILE FORMAT, IS THEN PROVIDED TO THE FULL GOVERNING BODY (BOARD OF DIRECTORS) PRIOR TO FILING. | |
| FORM 990, PART VI, SECTION B, LINE 12C | FROM PDA'S CONFLICT OF INTEREST POLICY: 1. DUTY TO DISCLOSE IN CONNECTION WITH ANY ACTUAL OR POSSIBLE CONFLICT OF INTEREST, AN INTERESTED PERSON MUST DISCLOSE THE EXISTENCE OF THE FINANCIAL INTEREST AND BE GIVEN THE OPPORTUNITY TO DISCLOSE ALL MATERIAL FACTS TO THE DIRECTORS AND MEMBERS OF COMMITTEES WITH GOVERNING BOARD DELEGATED POWERS CONSIDERING THE PROPOSED TRANSACTION OR ARRANGEMENT. 2. DETERMINING WHETHER A CONFLICT OF INTEREST EXISTS AFTER DISCLOSURE OF THE FINANCIAL INTEREST AND ALL MATERIAL FACTS, AND AFTER ANY DISCUSSION WITH THE INTERESTED PERSON, HE/SHE SHALL LEAVE THE GOVERNING BOARD OR COMMITTEE MEETING WHILE THE DETERMINATION OF A CONFLICT OF INTEREST IS DISCUSSED AND VOTED UPON. THE REMAINING BOARD OR COMMITTEE MEMBERS SHALL DECIDE IF A CONFLICT OF INTEREST EXISTS. 3. PROCEDURES FOR ADDRESSING THE CONFLICT OF INTEREST A. AN INTERESTED PERSON MAY MAKE A PRESENTATION AT THE GOVERNING BOARD OR COMMITTEE MEETING, BUT AFTER THE PRESENTATION, HE/SHE SHALL LEAVE THE MEETING DURING THE DISCUSSION OF, AND THE VOTE ON, THE TRANSACTION OR ARRANGEMENT INVOLVING THE POSSIBLE CONFLICT OF INTEREST. B. THE CHAIRPERSON OF THE GOVERNING BOARD OR COMMITTEE SHALL, IF APPROPRIATE, APPOINT A DISINTERESTED PERSON OR COMMITTEE TO INVESTIGATE ALTERNATIVES TO THE PROPOSED TRANSACTION OR ARRANGEMENT. C. AFTER EXERCISING DUE DILIGENCE, THE GOVERNING BOARD OR COMMITTEE SHALL DETERMINE WHETHER PDA CAN OBTAIN WITH REASONABLE EFFORTS A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT FROM A PERSON OR ENTITY THAT WOULD NOT GIVE RISE TO A CONFLICT OF INTEREST. D. IF A MORE ADVANTAGEOUS TRANSACTION OR ARRANGEMENT IS NOT REASONABLY POSSIBLE UNDER CIRCUMSTANCES NOT PRODUCING A CONFLICT OF INTEREST, THE GOVERNING BOARD OR COMMITTEE SHALL DETERMINE BY A MAJORITY VOTE OF THE DISINTERESTED DIRECTORS WHETHER THE TRANSACTION OR ARRANGEMENT IS IN PDA'S BEST INTEREST, FOR ITS OWN BENEFIT, AND WHETHER IT IS FAIR AND REASONABLE. IN CONFORMITY WITH THE ABOVE DETERMINATION IT SHALL MAKE ITS DECISION AS TO WHETHER TO ENTER INTO THE TRANSACTION OR ARRANGEMENT. 4. VIOLATIONS OF THE CONFLICTS OF INTEREST POLICY A. IF THE GOVERNING BOARD OR COMMITTEE HAS REASONABLE CAUSE TO BELIEVE A MEMBER HAS FAILED TO DISCLOSE ACTUAL OR POSSIBLE CONFLICTS OF INTEREST, IT SHALL INFORM THE MEMBER OF THE BASIS FOR SUCH BELIEF AND AFFORD THE MEMBER AN OPPORTUNITY TO EXPLAIN THE ALLEGED FAILURE TO DISCLOSE. B. IF, AFTER HEARING THE MEMBER'S RESPONSE AND AFTER MAKING FURTHER INVESTIGATION AS WARRANTED BY THE CIRCUMSTANCES, THE GOVERNING BOARD OR COMMITTEE DETERMINES THE MEMBER HAS FAILED TO DISCLOSE AN ACTUAL OR POSSIBLE CONFLICT OF INTEREST, IT SHALL TAKE APPROPRIATE DISCIPLINARY AND CORRECTIVE ACTION. | |
| FORM 990, PART VI, SECTION B, LINE 15 | PDA'S COMPENSATION COMMITTEE RECOMMENDS COMPENSATION AMOUNTS TO THE BOARD OF DIRECTORS' EXECUTIVE COMMITTEE, WHICH THEN REVIEWS AND APPROVES EXECUTIVE COMPENSATION. BOTH COMMITTEES USE INDUSTRY BENCHMARK DATA TO SET COMPENSATION RANGES. | |
| FORM 990, PART VI, SECTION C, LINE 19 | POLICIES AND PROCEDURES ARE MAINTAINED AND AVAILABLE TO THE ASSOCIATION'S GOVERNING BODIES AND MEMBERS. | |
| FORM 990, PART XI, LINE 2C | THE AUDIT REVIEW PROCESS REMAINS UNCHANGED FROM THE PRIOR YEAR. |
| Software ID: | |
| Software Version: |