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 6 | THE NORTH CAROLINA CHAMBER IS AN ORGANIZATION IN WHICH THE MEMBERS EACH HAVE THE RIGHT TO ELECT THE MEMBERS OF THE GOVERNING BODY. |
| FORM 990, PART VI, SECTION A, LINE 7A | EACH MEMBER OF THE CHAMBER HAS THE RIGHT TO ELECT THE MEMBERS OF THE GOVERNING BODY AND THE ENTIRE BOARD OF DIRECTORS VOTE ON THOSE ELECTED. |
| FORM 990, PART VI, SECTION B, LINE 11 | THE CHIEF OPERATING OFFICER WILL DISTRIBUTE THE COMPLETE FORM 990 TO ALL DIRECTORS VIA A DIRECT LINK TO A SECURE PAGE ON THE CHAMBER'S WEBSITE PRIOR TO FILING. |
| FORM 990, PART VI, SECTION B, LINE 12C | IN CONJUNCTION WITH THE ANNUAL MEETING OF THE BOARD OF DIRECTORS, EACH BOARD MEMBER IS ASKED TO COMPLETE (ANNUALLY) A CONFLICT OF INTEREST QUESTIONNAIRE. THE DOCUMENT IS DISTRIBUTED TO ALL INDIVIDUALS ATTENDING THE MEETING AND E-MAILED TO DIRECTORS UNABLE TO ATTEND. FOLLOW UP CALLS AND RETENTION OF DOCUMENTS WILL BE HANDLED BY THE EXECUTIVE ASSISTANT TO THE PRESIDENT AND CEO OF THE CHAMBER. AT THE BEGINNING OF EVERY AUDIT AND FINANCE COMMITTEE MEETING, BOARD OF DIRECTORS MEETING AND EXECUTIVE COMMITTEE MEETING, DIRECTORS ARE ASKED TO REPORT ANY CHANGES OF STATUS IN RELATION TO THEIR RESPONSES ON THE ANNUAL CONFLICT OF INTEREST SURVEY. CHANGES ARE DOCUMENTED AND RECORDED IN THE MINUTES OF THE MEETING. 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. 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. |
| FORM 990, PART VI, SECTION B, LINE 15 | PRESIDENT & CEO COMPENSATION: IN CONJUNCTION WITH THE ANNUAL MEETING OF THE BOARD OF DIRECTORS, THE COMPENSATION COMMITTEE WILL EVALUATE PERFORMANCE AND RECOMMEND COMPENSATION FOR THE PRESIDENT AND CEO. THE COMPENSATION PROCESS INCLUDES THE FOLLOWING ELEMENTS: REVIEW AND APPROVAL BY THE COMPENSATION COMMITTEE, USE OF COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED INDIVIDUALS IN SIMILAR POSITIONS, AND DOCUMENTATION OF RECOMMENDATIONS BY THE COMPENSATION COMMITTEE TO THE DIRECTOR OF ADMINISTRATION FOR RECORDKEEPING. KEY EMPLOYEES' COMPENSATION: THE PRESIDENT AND CEO IS RESPONSIBLE FOR REVIEWING AND RECOMMENDING COMPENSATION FOR KEY EMPLOYEES OF THE CHAMBER. RECOMMENDATIONS WILL BE BASED ON THE USE OF COMPARABLE COMPENSATION DATA FOR SIMILARLY QUALIFIED INDIVIDUALS IN SIMILAR POSITIONS AS WELL AS LENGTH OF SERVICE AND INDIVIDUAL PERFORMANCE. DOCUMENTATION WITH RESPECT TO DECISIONS BY THE PRESIDENT AND THE CEO, SUBJECT TO THE APPROVAL OF THE COMPENSATION COMMITTEE, WILL BE PROVIDED TO THE DIRECTOR OF ADMINISTRATION FOR RECORDKEEPING. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE GOVERNING DOCUMENTS, CONFLICTS OF INTEREST POLICY AND FINANCIAL STATEMENTS ARE AVAILABLE UPON REQUEST. |
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