Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| FORM 990, PART VI, SECTION A, LINE 1 | THE BOARD OF DIRECTORS SHALL DESIGNATE, BY RESOLUTION AND WITH A QUORUM PRESENT, NOT MORE THAN NINETEEN (19) DIRECTORS OF THE BOARD TO ACT AS AN EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE SHALL CONSIST OF THE SEVEN (7) ELECTED OFFICERS OF THE ORGANIZATION (AS DEFINED IN ARTICLE VIII); THE IMMEDIATE PAST CHAIR OF THE ORGANIZATION; THE VICE CHAIRS OF EACH SECTION'S GOVERNING BOARD; AND THE BALANCE BEING AT-LARGE DIRECTORS FROM THE FULL BOARD. IF THE IMMEDIATE PAST CHAIR IS NO LONGER ELIGIBLE TO SERVE ON THE FULL BOARD, AN ADDITIONAL AT-LARGE DIRECTOR FROM THE FULL BOARD SHALL BE SELECTED FOR THE EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE SHALL HAVE, AND BE AUTHORIZED TO EXERCISE, ALL POWERS OF THE FULL BOARD, EXCEPT: (A) THE POWER TO ELECT OR REMOVE ELECTED OFFICERS OR DIRECTORS, TO CHANGE THE SIZE OF THE BOARD, TO CHANGE ELIGIBILITY, QUALIFICATIONS OR RIGHTS OF MEMBERSHIP, TO APPROVE THE FINANCIAL BUDGET FOR THE ORGANIZATION, OR TO MAKE DETERMINATIONS AS TO DIRECTOR AND OFFICER COMPENSATION, WHERE APPLICABLE; AND (B) THE POWER TO AMEND THE ARTICLES OF INCORPORATION OR THE BYLAWS OF THE ORGANIZATION. | |
| FORM 990, PART VI, SECTION A, LINE 2 | BASED ON A RESPONSE TO A SURVEY DISTRIBUTED TO EACH MEMBER OF BIOTECHNOLOGY INDUSTRY ORGANIZATION'S BOARD OF DIRECTORS, FIVE MEMBERS OF THE BOARD -- MAXINE GOWEN, DAVID HALE, DAVID PYOTT, JONATHAN WOLFSON AND SCOTT KOENIG -- INDICATED BUSINESS RELATIONSHIPS WITH OTHER MEMBERS OF THE BOARD. | |
| FORM 990, PART VI, SECTION A, LINE 4 | THE BYLAWS FOR BIOTECHNOLOGY INDUSTRY ORGANIZATION WERE MODIFIED TWICE IN 2010. FIRST, IN MAY 2010, THE BYLAWS WERE MODIFIED TO CREATE NO MORE THAN TWO "CHAIR EMERITUS" POSITIONS ON THE BOARD. SECOND, IN DECEMBER 2010, THE BYLAWS WERE MODIFIED TO ADD A NEW SUBCATEGORY OF "CORE MEMBER" TO ALLOW FOR A NEW GROUPING KNOWN AS "NON-DOMESTIC COMPANIES." | |
| FORM 990, PART VI, SECTION A, LINE 6 | THE MEMBERS OF THE ORGANIZATION SHALL BE DIVIDED INTO FOUR CLASSES; CORE MEMBERS, ASSOCIATE MEMBERS, AFFILIATE MEMBERS, AND CENTER MEMBERS, DEFINED AS FOLLOWS: (A) CORE MEMBERS - ANY CORPORATION, PARTNERSHIP, ASSOCIATION, OR OTHER ENTITY ORGANIZED FOR PROFIT, A SUBSTANTIAL PERCENTAGE OF WHOSE BUSINESS ACTIVITIES INVOLVE BIOTECHNOLOGY, GENOMICS, BIOINFORMATICS OR RELATED NEW TECHNOLOGIES, IS ELIGIBLE FOR MEMBERSHIP. CORE MEMBERS ARE THOSE ENTITIES THAT UTILIZE BIOTECHNOLOGY, GENOMICS, BIOINFORMATICS OR OTHER RELATED NEW TECHNOLOGIES IN RESEARCH, DEVELOPMENT, TESTING, MANUFACTURING, OR SALES OF PRODUCT OR INFORMATION, AS WELL AS OTHER FIRMS THE BOARD SO CHARACTERIZES AND PLACES IN THIS CATEGORY. CORE MEMBERS SHALL BE GROUPED IN THE FOLLOWING SUBCATEGORIES: (I) EMERGING COMPANIES, WHICH ARE FIRMS THAT EMPLOY LESS THAN 350 PERSONS AND THAT DO NOT HAVE A THERAPEUTIC OR DIAGNOSTIC PRODUCT APPROVED FOR SALE IN THE U.S. MARKET; (II) ESTABLISHED FIRMS, WHICH ARE THOSE FIRMS THAT EMPLOY 350 OR MORE PERSONS OR THAT HAVE A THERAPEUTIC OR DIAGNOSTIC PRODUCT APPROVED FOR SALE IN THE U.S. MARKET; (III) LARGE FIRMS, WHICH ARE ESTABLISHED FIRMS THAT HAVE ANNUAL WORLDWIDE SALES OF BIOTECHNOLOGY PRODUCTS IN EXCESS OF $1.5 BILLION; (IV) NON-DOMESTIC COMPANIES, WHICH ARE CORE MEMBERS WITHOUT SIGNIFICANT OPERATIONS IN THE UNITED STATES OR SIGNIFICANT COLLABORATIONS WITH A U.S. ENTITY. (B) ASSOCIATE MEMBERS - ANY CORPORATION, PARTNERSHIP, ASSOCIATION, OR OTHER ENTITY ORGANIZED FOR PROFIT, A SUBSTANTIAL PORTION OF WHOSE ACTIVITIES INVOLVE PROVIDING SERVICES OR PRODUCTS OF BENEFIT TO COMPANIES WHOSE PRINCIPAL BUSINESS IS BIOTECHNOLOGY, IS ELIGIBLE FOR ASSOCIATE MEMBERSHIP. ASSOCIATE MEMBERS ARE THOSE COMMERCIAL ENTITIES WHICH DO NOT NECESSARILY UTILIZE BIOTECHNOLOGY; E.G. TECHNICAL SUPPORT, EQUIPMENT, CONSTRUCTION, ACCOUNTING, AND LAW FIRMS THAT SERVICE THE BIOTECHNOLOGY INDUSTRY, AS WELL AS OTHER FIRMS THAT THE BOARD CHARACTERIZES AND PLACES IN THIS CATEGORY; (C) AFFILIATE MEMBERS - ANY GOVERNMENTAL OR NONPROFIT ENTITY OR COUNTRY, STATE OR REGIONAL INDUSTRY, TRADE OR PROFESSIONAL ASSOCIATION WITH AN INTEREST IN, OR A MANDATE TO PROMOTE THE DEVELOPMENT OF, BIOTECHNOLOGY IS ELIGIBLE FOR AFFILIATE MEMBERSHIP. THERE SHALL BE NO SIZE TESTS APPLIED TO AFFILIATE MEMBER APPLICANTS; (D) CENTER MEMBERS - ANY INSTITUTION, NOT GENERALLY ELIGIBLE FOR CORE MEMBERSHIP, THAT IS SPONSORED BY A STATE, REGION OR ACADEMIC INSTITUTION AND WORKS IN SUPPORT OF COMMERCIAL BIOTECHNOLOGY MAY BE ELIGIBLE FOR CONSIDERATION AS A CENTER MEMBER. | |
| FORM 990, PART VI, SECTION A, LINE 7A | FOR EACH SECTION IN WHICH THE MEMBER PARTICIPATES, EACH MEMBER SHALL HAVE THE RIGHT TO VOTE ON THE ELECTION OF DIRECTORS FOR THE SECTION GOVERNING BOARD, BUT SHALL HAVE NO OTHER VOTING RIGHTS EXCEPT ON MATTERS BROUGHT TO THE MEMBERSHIP BY ANY SUCH GOVERNING BOARD OR THE ORGANIZATION'S BOARD OF DIRECTORS. | |
| FORM 990, PART VI, SECTION B, LINE 11 | THE FORM 990 AND RELATED SCHEDULES ARE PREPARED BY THE ORGANIZATION'S CERTIFIED PUBLIC ACCOUNTANTS UNDER THE GUIDANCE OF THE CFO. THE CFO AND THE CONTROLLER THOROUGHLY REVIEW ALL CALCULATIONS AND SCHEDULES TO CONFIRM THEY REFLECT THE ACTUAL FINANCIAL RESULTS OF THE ORGANIZATION. THE COMPLETE FORM 990 IS THEN REVIEWED INTERNALLY BY THE CEO, COO, CFO AND CONTROLLER IN CONSULTATION WITH LEGAL COUNSEL AND, AS APPROPRIATE, FURTHER CONSULTATION WITH THE ORGANIZATION'S CERTIFIED PUBLIC ACCOUNTANTS. FINALLY, THE FORM 990 IS PROVIDED TO THE CHAIRMAN OF THE BOARD FOR REVIEW, QUESTIONS AND/OR COMMENTS, AND THEN SENT TO THE BIOTECHNOLOGY INDUSTRY ORGANIZATION EXECUTIVE COMMITTEE MEMBERS FOR THEIR REVIEW, QUESTIONS AND/OR COMMENTS AS WELL. ALL REVIEWS ARE COMPLETED BEFORE THE FORM IS FILED WITH THE IRS. | |
| FORM 990, PART VI, SECTION B, LINE 12C | BIOTECHNOLOGY INDUSTRY ORGANIZATION TAKES SEVERAL STEPS TO ADDRESS COMPLIANCE BY EMPLOYEES AND DIRECTORS WITH ITS CONFLICTS OF INTEREST POLICY. BIOTECHNOLOGY INDUSTRY ORGANIZATION TRAINS ALL NEW EMPLOYEES AND DIRECTORS ON VARIOUS ASPECTS OF BIOTECHNOLOGY INDUSTRY ORGANIZATION'S COMPLIANCE PROGRAM, INCLUDING CONFLICTS OF INTEREST, AND BIOTECHNOLOGY INDUSTRY ORGANIZATION'S WRITTEN CONFLICTS OF INTEREST POLICY REQUIRES ALL EMPLOYEES TO DISCLOSE ANY OUTSIDE PERSONAL BUSINESS INTERESTS TO THEIR SUPERVISOR. BIOTECHNOLOGY INDUSTRY ORGANIZATION'S GENERAL COUNSEL REGULARLY ADVISES BIOTECHNOLOGY INDUSTRY ORGANIZATION'S EXECUTIVES AND SUPERVISORS ON SUCH MATTERS. BIOTECHNOLOGY INDUSTRY ORGANIZATION ALSO CONTRACTS WITH AN INDEPENDENT ORGANIZATION TO PROVIDE EMPLOYEES AND OTHERS WITH THE ABILITY TO FILE ANONYMOUS REPORTS CONCERNING THE VIOLATION OF ANY LAWS OR BIOTECHNOLOGY INDUSTRY ORGANIZATION POLICIES, INCLUDING ALLEGATIONS OF POTENTIAL CONFLICTS OF INTEREST, AND BIOTECHNOLOGY INDUSTRY ORGANIZATION HAS A PROCESS IN PLACE TO FOLLOW UP ON ANY SUCH COMPLAINTS IN A TIMELY AND THOROUGH MANNER. FURTHER, BIOTECHNOLOGY INDUSTRY ORGANIZATION UNDERTAKES A QUESTIONNAIRE SENT TO EACH MEMBER OF ITS BOARD OF DIRECTORS SEEKING DISCLOSURE OF ANY POTENTIAL CONFLICTS OF INTERESTS THEY MAY HAVE, OR THEIR FAMILY MEMBERS MAY HAVE, ASSOCIATED WITH BUSINESSES OR ORGANIZATIONS THAT DO BUSINESS WITH BIOTECHNOLOGY INDUSTRY ORGANIZATION. POTENTIAL CONFLICTS ARE MONITORED AND REVIEWED AT THE MANAGEMENT AND SENIOR MANAGEMENT LEVEL OF THE ORGANIZATION, AND DEPENDING ON THE CONFLICT, DETERMINATIONS MAY BE MADE AT THE BOARD OR SENIOR MANAGEMENT LEVEL. A CONFLICT MAY RESULT IN RECUSAL OR OTHER APPROPRIATE RESTRICTIONS ON THE INDIVIDUAL'S PARTICIPATION OR ACTIVITIES WITHIN BIOTECHNOLOGY INDUSTRY ORGANIZATION, INCLUDING WHERE APPROPRIATE TERMINATION. | |
| FORM 990, PART VI, SECTION B, LINE 15 | IN 2008, THE EXECUTIVE AGREEMENT FOR THE PRESIDENT AND CEO OF BIOTECHNOLOGY INDUSTRY ORGANIZATION WAS RENEGOTIATED AND RENEWED. THE COMPENSATION HE RECEIVED IS DETAILED THROUGH THIS EXECUTIVE AGREEMENT. THE BIOTECHNOLOGY INDUSTRY ORGANIZATION EXECUTIVE COMMITTEE, WHICH IS COMPRISED OF INDEPENDENT BIOTECHNOLOGY INDUSTRY ORGANIZATION BOARD MEMBERS, LEADS AND UNDERTAKES THIS PROCESS. THE MEMBERS OF THE EXECUTIVE COMMITTEE WERE ASSISTED AND COUNSELED, CONTEMPORANEOUSLY, BY BOTH INDEPENDENT OUTSIDE LEGAL COUNSEL WHO IS AN EXPERT IN THIS AREA OF THE LAW, AND AN INDEPENDENT OUTSIDE CONSULTANT THAT PROVIDED BENCHMARKING SERVICES AND INFORMATION ON EXECUTIVE COMPENSATION ISSUES. THE BIOTECHNOLOGY INDUSTRY ORGANIZATION EXECUTIVE COMMITTEE, IN CONSULTATION WITH THE FULL BOARD, APPROVED THE EXECUTIVE AGREEMENT FOR THE BIOTECHNOLOGY INDUSTRY ORGANIZATION PRESIDENT AND CEO. IN 2010, THE BIOTECHNOLOGY INDUSTRY ORGANIZATION EXECUTIVE COMMITTEE EVALUATED THE PERFORMANCE OF THE BIOTECHNOLOGY INDUSTRY ORGANIZATION PRESIDENT AND CEO UNDER THIS EXECUTIVE AGREEMENT, AND BASED ON THIS PERFORMANCE EVALUATION, DETERMINED THE APPROPRIATE AMOUNT FOR THE DISCRETIONARY COMPONENT OF HIS COMPENSATION FOR THAT YEAR. FORM 990, PART VI, SECTION B, LINE 15B: DECISIONS REGARDING THE COMPENSATION FOR OFFICERS AND KEY EMPLOYEES OF THE ORGANIZATION ARE NEGOTIATED INDIVIDUALLY AND ARE PERFORMANCE-BASED, IN ACCORDANCE WITH AN ANNUAL WRITTEN EVALUATION PROCESS THAT HAS BEEN ESTABLISHED FOR ALL EMPLOYEES OF THE ORGANIZATION. THE CHIEF OPERATING OFFICER LEADS AND UNDERTAKES THIS PROCESS, IN COORDINATION WITH THE PRESIDENT & CEO. AN INDEPENDENT CONSULTANT PROVIDES COMPARATIVE BENCHMARKING SERVICES FOR SENIOR MANAGEMENT POSITIONS, AND OTHER INFORMATION ON COMPENSATION ISSUES, TRENDS, POLICIES, AND BEST PRACTICES FOR USE BY THE ORGANIZATION. | |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION DOES NOT MAKE ITS GOVERNING DOCUMENTS, CONFLICT OF INTEREST POLICY, AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC. | |
| CHANGES IN NET ASSETS OR FUND BALANCES: | FORM 990, PART XI, LINE 5: | NET UNREALIZED GAINS ON INVESTMENTS: 151,633. CBI REVENUE 53,903. CBI LOBBYING FUND REVENUE 425,500. FOOD & AG INITIATIVES REVENUE 186,026. FOOD & AG INITIATIVES EXPENSES -105,312. CBI LOBBYING FUND EXPENSE -425,500. TOTAL TO FORM 990, PART XI, LINE 5: 286,250. |
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