Attach to Form 990 or 990-EZ.| Identifier | Return Reference | Explanation |
|---|---|---|
| Form 990, Part VI, Section A, line 6 | The membership of the corporation shall consist of two classes of membership: (1) those members who have satisfied certain criteria as determined by the Board from time to time, (2) those members who are not Founding Members. | |
| Form 990, Part VI, Section A, line 7a | Members shall meet once a year for the purpose of the election of Directors and the transaction of such other business as may come before the meeting. Each member having voting power shall be entitled at every meeting of Members to one vote in person or by proxy, but no proxy shall be voted on after three years from its date, unless the proxy provides for a longer period. | |
| Form 990, Part VI, Section A, line 7b | The members shall convene for regular meetings for the purpose of election of Directors as well as the transaction of such other business as may come before the meeting. | |
| Form 990, Part VI, Section B, line 11 | After the draft is reviewed by their outsourced accountants, it is forwarded to the CEO for review and approval. After the CEO's approval it is then finalized and filed. Management confirms the 990's timely filing to the audit committee. | |
| Form 990, Part VI, Section B, line 12c | When XBRL US actively engages in any activity which could represent a conflict of interest with an individual in the governing body of the organization, that individual is excluded from participating in any voting or decision making related to that activity. XBRL US is planning in 2011 to implement a procedure for the governing body to confirm that no conflicts of interest exist when the organization engages in any activity that exceeds a reasonable threshold. | |
| Form 990, Part VI, Section B, line 15 | The compensation of the President and CEO is determined by the Compensation Committee of the Board of Directors, which meets each year in December to evaluate performance based on goals agreed to in the previous year. Comparability inputs including compensation survey benchmarks have been used to evaluate and calibrate annual base pay. An additional twenty percent (20%) of annual base pay of the officer is dependent on meeting expectations defined in the goals. The Committee meets with the President and CEO, usually by conference call before meeting on camera, to determine base pay and, depending on individual and organizational performance goals, an amount to award in additional at-risk pay based on a 20% of base pay "meets expectation" target, including less or none for "did not meet expectations", or more for "exceeded expectations". A confidential memorandum documenting the actions of the committee, and agreed-upon goals for the following year, is drafted and filed by the General Counsel. Key employee compensation is determined by the President and CEO, who meets with the employee in December to review individual and team performance with the employee based on agreed-upon goals. Base pay may be subject to comparability inputs such as compensation survey benchmarks periodically, and when scope of duties changes significantly. An additional twenty percent (20%) of annual base pay of the key employee is dependent on meeting expectations defined in goals agreed upon at the previous annual evaluation. The President and CEO meets with the employee, in person, to review performance and set goals, and notifies the employee following his or her determination on base and at-risk pay. While the Compensation Committee does not participate in determining key employee compensation, it is customary for the President and CEO to disclose to the committee a general report on overall team performance and his or her determinations regarding key employee pay. | |
| Form 990, Part VI, Section C, line 19 | the organization makes its governing documents, conflict of interest policy, and financial statements available to the public upon request. | |
| Changes in Net Assets or Fund Balances: | Form 990, Part XI, line 5: | Prior period adjustments: 200,089. |
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