Attach to Form 990 or 990-EZ.
Information about Schedule O (Form 990 or 990-EZ) and its instructions is at| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 1 | THE EXECUTIVE COMMITTEE CONSISTS OF THE CHAIR, VICE-CHAIR, SECRETARY AND TREASURER OF PRMIA'S BOARD OF DIRECTORS AND IS SUBJECT TO THE AUTHORITY OF THE BOARD OF DIRECTORS. THE EXECUTIVE COMMITTEE HAS THE POWER TO DIRECT THE ROUTINE ADMINISTRATIVE AFFAIRS OF PRMIA BETWEEN MEETINGS OF THE BOARD OF DIRECTORS. THE CHAIR SHALL SERVE AS CHAIRPERSON OF THE EXECUTIVE COMMITTEE. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ASSOCIATION HAS THE FOLLOWING MEMBERS: REGULAR MEMBERS - ONLY INDIVIDUAL PERSONS MAY BECOME REGULAR MEMBERS OF PRMIA. REGULAR MEMBERS HAVE VOTING RIGHTS ON ALL MATTERS THAT COME BEFORE THE MEMBERS, BUT THEY DO NOT HAVE THE RIGHT TO ELECT THE OFFICERS OF THE BOARD OF DIRECTORS. REGIONAL DIRECTORS - THE BOARD OF DIRECTORS MAY APPOINT MEMBERS TO SERVE AS REGIONAL DIRECTORS FOR ANY OF PRMIA'S REGIONAL CHAPTERS. IN ADDITION TO THEIR VOTING RIGHTS AS REGULAR MEMBERS, REGIONAL DIRECTORS ALSO ELECT THE OFFICERS OF THE BOARD OF DIRECTORS. AFFILIATE MEMBERS - A CORPORATION, ASSOCIATION, EDUCATIONAL INSTITUTION OR GOVERNMENT AGENCY MAY APPLY TO BE AN AFFILIATE MEMBER. INDIVIDUALS NOT MEETING THE REQUIREMENTS OF A REGULAR MEMBER MAY ALSO APPLY FOR AFFILIATE MEMBERSHIP. AFFILIATE MEMBERS HAVE NO VOTING RIGHTS. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE SUSTAINING MEMBERS OF THE ASSOCIATION ELECT THE MEMBERS OF THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION A, LINE 7B | ANY AMENDMENT TO, OR REPEAL OF, THE ARTICLES OF INCORPORATION OR THE BYLAWS REQUIRE THE APPROVAL OF THE MEMBERS. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE DIRECTOR OF OPERATIONS REVIEWS THE FORM 990 IN DETAIL FOLLOWED BY THE FINANCE COMMITTEE. THE RETURN WILL BE PROVIDED TO THE FULL BOARD OF DIRECTORS PRIOR TO FILING WITH THE IRS. |
| FORM 990, PART VI, SECTION B, LINE 12C | EXCEPT AS PERMITTED BY LAW, WITH RESPECT TO ANY CONTRACT OR OTHER TRANSACTION BETWEEN PRMIA AND ANY DIRECTOR (OR AN ORGANIZATION IN WHICH A DIRECTOR MAY BE A DIRECTOR, OFFICER OR LEGAL REPRESENTATIVE OR HAS A MATERIAL FINANCIAL INTEREST): A) THE MATERIAL FACTS AS TO SUCH CONTRACT OR TRANSACTION AS TO THE DIRECTOR'S INTEREST MUST BE FULLY DISCLOSED OR KNOWN TO THE BOARD OF DIRECTORS PRIOR TO APPROVAL OF SUCH CONTRACT OR TRANSACTION; B) SUCH APPROVAL SHALL REQUIRE THE AFFIRMATIVE VOTE OF A MAJORITY OF THE TOTAL NUMBER OF DIRECTORS, NOT COUNTING ANY VOTE THAT THE INTERESTED DIRECTOR MIGHT HAVE; C) THE INTERESTED DIRECTOR SHALL NOT BE COUNTED IN DETERMINING THE PRESENCE OF A QUORUM; AND D) PROCEEDINGS ARE DOCUMENTED IN THE MEETING MINUTES. |
| FORM 990, PART VI, SECTION B, LINE 15A | THE BOARD REVIEWS AND DETERMINES THE ANNUAL COMPENSATION FOR MANAGEMENT POSITIONS BASED ON INDUSTRY STANDARD, LOCATION, EXPERIENCE, ETC. THIS PROCESS WAS MOST RECENTLY UNDERTAKEN IN 2013 FOR THE CHIEF OPERATING OFFICER, KEVIN CUFF AND THE DIRECTOR OF OPERATIONS, KRISTIN LUCAS. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION'S GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS ARE MADE AVAILABLE TO THE PUBLIC THROUGH THEIR WEBSITE. THE CONFLICT OF INTEREST POLICY IS NOT MADE AVAILABLE TO THE PUBLIC. |
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