Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 3 | THROUGH DECEMBER 31, 2018, THE ORGANIZATION ENGAGED THE SERVICES OF LEXINGTON MANAGEMENT SERVICES, LLC TO MANAGE THE BUSINESS AND AFFAIRS OF THE ORGANIZATION AND TO PROVIDE THE ORGANIZATION WITH MANAGEMENT ASSISTANCE FOR ITS PROGRAMS. |
| FORM 990, PART VI, SECTION A, LINE 6 | VOTING MEMBERS IN THE COUNCIL SHALL BE LIMITED TO BUSINESSES AND NON-PROFIT ORGANIZATIONS WHICH ARE ENGAGED IN ACTIVITIES PARALLEL TO THE AFORESAID PURPOSES OF THE COUNCIL; AND WHICH HAVE DIRECT OPERATING (ACTIVE) PROJECT AGREEMENTS AND/OR CONTRACTS WITH THE FOREIGN AGRICULTURAL SERVICE OF THE U.S. DEPARTMENT OF AGRICULTURE DESIGNATED AS 'MARKET DEVELOPMENT'. ASSOCIATE, NON-VOTING MEMBERSHIP IN THE COUNCIL MAY BE GRANTED BY THE BOARD OF DIRECTORS TO OTHER AGRICULTURAL ORGANIZATIONS WHICH HAVE A MAJOR INTEREST IN THE EXPORT OF AGRICULTURAL PRODUCTS OR MAY BE ELIGIBLE TO ENTER INTO 'MARKET DEVELOPMENT' CONTRACTS WITH FAS/USDA. ALLIED, NON-VOTING MEMBERSHIP IN THE COUNCIL MAY BE GRANTED BY THE BOARD OF DIRECTORS TO THOSE ORGANIZATIONS THAT PERFORM ADMINISTRATIVE TASKS (NON-FAS REIMBURSABLE) ON BEHALF OF ANY FULL MEMBER AND THESE TASKS COMPRISE THE MAJORITY OF THEIR WORK. AFFILIATE, NON-VOTING, NON-BOARD MEMBERSHIP IN THE COUNCIL TO BE DETERMINED ANNUALLY BY THE BOARD OF DIRECTORS FOR THOSE ORGANIZATIONS THAT PROVIDE MARKET DEVELOPMENT SERVICES (FAS REIMBURSABLE) FOR A PERIOD OF NOT LESS THAN TWO YEARS ON BEHALF OF ANY FULL MEMBER. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE ORGANIZATION IS GOVERNED BY A BOARD OF DIRECTORS, COMPOSED OF ONE (1) REPRESENTATIVE FROM EACH OF THE MEMBER ORGANIZATIONS. EACH VOTING MEMBER OF THE COUNCIL SHALL HAVE THE RIGHT TO APPOINT ONE (1) INDIVIDUAL TO THE BOARD OF DIRECTORS. THE BOARD OF DIRECTORS OVERSEES THE COUNCIL AND ANNUALLY ELECTS ITS OFFICERS AND EXECUTIVE COMMITTEE. |
| FORM 990, PART VI, SECTION A, LINE 7B | VOTING REPRESENTATION IS BASED ON THE LEVEL OF MEMBERSHIP. FULL MEMBERS, LIMITED TO BUSINESSES AND NON-PROFIT ORGANIZATIONS WHICH ARE ENGAGED IN ACTIVITIES PARALLEL TO THE PURPOSES OF THE COUNCIL AND WHICH HAVE DIRECT (ACTIVE) PROJECT AGREEMENTS WITH THE USDA'S FOREIGN AGRICULTURAL SERVICE (FAS), MAY VOTE ON THE BOARD OF DIRECTORS' DELIBERATIONS. AT ALL MEETINGS, EACH VOTING MEMBER SHALL HAVE ONE VOTE AND MAY TAKE PART AND VOTE IN PERSON ONLY. ANY BUSINESS TRANSACTED WITH THE QUORUM SHALL BE VALID, PROVIDING IT IS AFFIRMATIVELY PASSED UPON BY A MAJORITY OF THOSE PRESENT. THIRTY-THREE PERCENT (33%) OF THE VOTING MEMBERSHIP INDIVIDUALLY REPRESENTED AT ANY MEETING SHALL CONSTITUTE A QUORUM, AND IN CASE THERE BE LESS THAN THIS NUMBER, THE PRESIDING OFFICER MAY RECESS THE MEETING FROM TIME TO TIME UNTIL SUCH FUTURE DATE AND TIME THAT A QUORUM IS PRESENT. ONLY A DIRECTOR OR A DESIGNEE FROM HIS/HER ORGANIZATION MAY EXERCISE THE VOTING RIGHTS OF A DIRECTOR. VOTING RIGHTS OF A DIRECTOR SHALL NOT BE DELEGATED TO ANOTHER MEMBER, NOR EXERCISED BY A PROXY. THE EXECUTIVE COMMITTEE MAY EXERCISE THE POWERS OF THE BOARD OF DIRECTORS WHEN THE BOARD OF DIRECTORS IS NOT IN SESSION, REPORTING TO THE BOARD OF DIRECTORS AT ITS SUCCEEDING MEETING ANY ACTION TAKEN. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE FORM 990 IS REVIEWED BY THE OFFICERS OF THE BOARD OF DIRECTORS BEFORE BEING FILED WITH THE IRS. |
| FORM 990, PART VI, SECTION B, LINE 12C | LORENA ALFARO, CONSULTANT & EXECUTIVE DIRECTOR, HAS A CONTRACT WITH THE UNITED STATES AGRICULTURAL EXPORT DEVELOPMENT COUNCIL. THIS CONTRACT IS REVIEWED ANNUALLY BY THE EXECUTIVE COMMITTEE WHICH DETERMINES WHETHER OR NOT TO RENEW IT. THE FOLLOWING LANGUAGE WITHIN THAT CONTRACT ADDRESSES USAEDC'S CONFLICT OF INTEREST POLICY: A. LORENA SHALL NOT ENGAGE IN ANY WORK OR ACTIVITY ON BEHALF OF ANY NEW CLIENT WITHOUT THE PRIOR WRITTEN CONSENT OF THE OFFICERS AND EXECUTIVE COMMITTEE OF USAEDC. LORENA SHALL PROVIDE WRITTEN NOTICE TO THE USAEDC CHAIRMAN OF THE PROSPECTIVE CLIENT AND THE GENERAL NATURE OF LORENA'S PROPOSED ENGAGEMENT ON BEHALF OF THE PROSPECTIVE CLIENT TO ENABLE USAEDC TO ASSESS WHETHER IT IS IN THE BEST INTERESTS OF USAEDC TO APPROVE SUCH WORK. B.AT ALL TIMES AND IN ALL CIRCUMSTANCES, LORENA SHALL OWE USAEDC A DUTY OF LOYALTY. LORENA SHALL NOT SEEK OR ACCEPT ANY ENGAGEMENT OR BUSINESS FOR HER OWN BENEFIT THAT IS PRESENTED TO LORENA IN HER CAPACITY AS REPRESENTATIVE OF USAEDC. IT IS LORENA'S UNDERSTANDING THAT USAEDC MAY RESPOND TO SUCH INQUIRIES WITH A LIST OF PROVIDERS OF THE SERVICES THE INQUIRING PARTY SEEKS, BUT USAEDC SHALL HAVE NO OBLIGATION TO RESPOND IN A PARTICULAR MANNER. IF USAEDC'S RESPONSE IDENTIFIES LORENA AS A POTENTIAL SERVICE PROVIDER, LORENA MAY ACT ON THE POTENTIAL BUSINESS AS SHE WOULD IN OTHER CIRCUMSTANCES. IN DOING SO, LORENA WILL MAKE CLEAR TO ANY PARTY IT CONTACTS THAT USAEDC IS A CLIENT. |
| FORM 990, PART VI, SECTION C, LINE 19 | ALL DOCUMENTS ARE AVAILABLE UPON REQUEST. |
| FORM 990, PART XII, LINE 2C: | THE ORGANIZATION HAS NOT CHANGED ITS PROCESS FOR REVIEWING ITS ANNUAL FINANCIAL STATEMENT REVIEW. |
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