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 1A | THE ASSOCIATION'S BYLAWS, UNDER ARTICLE VII, SECTION 2, PROVIDE THAT THE BOARD OF DIRECTORS MAY APPOINT AN EXECUTIVE COMMITTEE. THE EXECUTIVE COMMITTEE IS ELECTED BY THE ENTIRE BOARD AND MAY EXERCISE CERTAIN POWERS OF THE BOARD DURING THE INTERVALS BETWEEN MEETINGS OF THE BOARD. THE EXECUTIVE COMMITTEE IS GENERALLY COMPRISED OF THE BOARD OFFICERS AND NOT LESS THAN 7 OTHER MEMBERS OF THE BOARD. AGA BOARD MEMBERS ARE EXECUTIVES OF AGA FULL MEMBERS. |
| FORM 990, PART VI, SECTION A, LINE 6 | THE ASSOCIATION HAS FIVE CLASSES OF MEMBERS UNDER ARTICLE III OF ITS BYLAWS. FULL MEMBERS INCLUDE UNITED STATES GAS DISTRIBUTION PUBLIC AND MUNICIPAL UTILITIES AND HAVE VOTING RIGHTS. LIMITED MEMBERS, ASSOCIATES, INTERNATIONAL MEMBERS AND INTERNATIONAL AFFILIATES CAN PARTICIPATE ON CERTAIN COMMITTEES, TAKE ADVANTAGE OF EDUCATIONAL OPPORTUNITIES AND PARTICIPATE IN OTHER APPLICABLE ACTIVITIES. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE ASSOCIATION IS A MEMBERSHIP ORGANIZATION AND FULL MEMBERS NOMINATE AND ELECT MEMBERS OF THE BOARD OF DIRECTORS (THE ASSOCIATION'S PRINCIPAL GOVERNING BODY) AT THE ASSOCIATION'S ANNUAL MEETING. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE MEMBERS OF THE ASSOCIATION MAKE CERTAIN DECISIONS, SUCH AS, THE ELECTION OF THE PRINCIPAL GOVERNING BODY (BOARD OF DIRECTORS) AS OUTLINED IN THE ORGANIZATION'S BYLAWS AT THE ANNUAL OR SPECIAL MEETINGS OF THE ASSOCIATION. SPECIAL MEETINGS MAY BE CALLED BY THE MEMBERSHIP TO ADDRESS ANY IMPORTANT MATTERS. THE ASSOCIATION'S GOVERNING BODIES ARE ACTIVE IN A NUMBER OF WAYS. IN ADDITION TO THE ASSOCIATION MEMBERS ELECTING A BOARD OF DIRECTORS (BOD) FROM THE MEMBERSHIP, COMMITTEES RELATED TO FINANCIAL OVERSIGHT, COMPENSATION AND GOVERNANCE ARE ESTABLISHED BY THE BOD. THESE INCLUDE THE EXECUTIVE COMMITTEE, BOARD FINANCE COMMITTEE, BOARD AUDIT COMMITTEE AND BOARD COMPENSATION COMMITTEE (BOD CHAIR, VICE CHAIR, 2ND VICE CHAIR, AND OTHER BOD MEMBERS USUALLY IN CONJUNCTION WITH OFFICERS FROM THE ASSOCIATION). THE AUDIT COMMITTEE CHAIR IS A MEMBER OF THE BOD AND PROVIDES REGULAR REPORTS OF THE AUDIT COMMITTEE TO THE BOD. |
| FORM 990, PART VI, SECTION B, LINE 11B | THE ASSOCIATION'S INTERNAL PROCESS FOR REVIEW OF TAX FORMS IS EXTENSIVE. DUE TO THE COMPLEXITY OF THE RETURN, THE ASSOCIATION HAS HIRED ITS OUTSIDE ACCOUNTING FIRM TO PREPARE THE FORM 990. THE ASSOCIATION'S CONTROLLER ACCUMULATES THE DATA AND FORWARDS TO THE OUTSIDE ACCOUNTING FIRM WHO DRAFTS THE FORM 990. A DRAFT OF THE FORM 990 IS THEN REVIEWED BY THE ASSOCIATION'S OFFICERS INCLUDING THE PRESIDENT & CEO, CHIEF FINANCIAL OFFICER, CONTROLLER, GENERAL COUNSEL AND VP, TALENT OPERATIONS. THE CONTROLLER ACCUMULATES ALL COMMENTS AND FORWARDS TO THE OUTSIDE ACCOUNTING FIRM TO BE INCORPORATED IN THE FINAL DRAFT OF THE FORM 990. THE FINAL DRAFT IS PROVIDED TO THE AUDIT COMMITTEE. THE CONTROLLER REVIEWS THE 990 WITH THE AUDIT COMMITTEE ALONG WITH THE ACCOUNTING FIRM PARTNER WHO IS AVAILABLE FOR ANY QUESTIONS ON THE RETURN. THE AUDIT COMMITTEE CHAIR REPORTS ON THIS REVIEW TO THE BOARD OF DIRECTORS. THE 990 IS PROVIDED TO THE BOARD OF DIRECTORS BEFORE IT IS FILED. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE ORGANIZATION HAS NEW EMPLOYEES REVIEW AND SIGN A STATEMENT OF COMPLIANCE WITH THE CONFLICT OF INTEREST POLICY AT THE TIME OF HIRING. ALL EMPLOYEES AND BOARD MEMBERS HAVE A CONTINUING DUTY TO REPORT ANY ACTUAL OR POTENTIAL CONFLICT OF INTEREST IN ACCORDANCE WITH THE POLICY AND ANNUALLY SIGN A STATEMENT OF COMPLIANCE. NEW BOARD MEMBERS ATTEND A BOARD ORIENTATION SESSION WITH THE ORGANIZATION'S PRESIDENT & CEO, CHIEF FINANCIAL OFFICER, GENERAL COUNSEL AND OTHERS WHERE THE ASSOCIATION'S POLICIES ARE REVIEWED AND DECLARE ANY POTENTIAL CONFLICT OF INTEREST. ALL BOARD MEMBERS HAVE A CONTINUING DUTY TO REPORT ANY ACTUAL OR POTENTIAL CONFLICT. THE POTENTIAL CONFLICTS FOR BOARD MEMBERS, OFFICERS, EMPLOYEES AND OTHERS ARE REVIEWED BY THE ASSOCIATION'S PRESIDENT & CEO, GENERAL COUNSEL, CHIEF FINANCIAL OFFICER AND VICE PRESIDENT, TALENT OPERATIONS AND IS REPORTED OUT TO THE INDEPENDENT AUDITORS AND AGA'S AUDIT COMMITTEE. |
| FORM 990, PART VI, SECTION B, LINE 15 | CEO: THE PRESIDENT & CEO'S COMPENSATION IS FIRST DISCUSSED BY THE BOARD COMPENSATION COMMITTEE WITH AN INDEPENDENT CONSULTING FIRM SPECIALIZING IN NON-PROFIT ORGANIZATIONS TO DETERMINE THE BOARD COMPENSATION COMMITTEE'S RECOMMENDATION TO THE BOARD OF DIRECTORS. THE CHAIRMAN OF THE BOARD THEN PRESENTS THE RECOMMENDATIONS AND REASONS FOR THE PRESIDENT & CEO COMPENSATION ADJUSTMENT, IF ANY. THE PRESIDENT & CEO'S COMPENSATION IS THEN APPROVED BY VOTE OF THE FULL BOARD. CONTEMPORANEOUS SUBSTANTIATION OF THE DELIBERATIONS, DECISIONS, AND BOARD OF DIRECTORS ACTION IS MAINTAINED IN THE TALENT OPERATIONS FILES AND MINUTES OF THE COMPENSATION COMMITTEE AND BOARD OF DIRECTORS MEETINGS. OTHER OFFICERS OR KEY EMPLOYEES: THE ASSOCIATION UTILIZES A MULTIFACETED APPROACH TO DETERMINE COMPENSATION NOT ONLY FOR ITS PRESIDENT & CEO, BUT FOR ITS OFFICERS AND EMPLOYEES. THIS INCLUDES ESTABLISHING WRITTEN POSITION DESCRIPTIONS, SALARY RANGES FOR POSITIONS, SETTING POSITION GOALS, PROVIDING WRITTEN PERFORMANCE EVALUATIONS, MEASUREMENT OF PERFORMANCE, QUARTERLY, SEMI-ANNUAL OR ANNUAL GOAL REVIEW, AND CONTEMPORANEOUS SUBSTANTIATIONS OF THE PROCESS. THE ASSOCIATION'S CURRENT COMPENSATION POLICY DATED NOVEMBER 30, 2011, DESCRIBES THE PROCESS IN MORE DETAIL. THE ASSOCIATION ALSO RETAINS AN INDEPENDENT COMPENSATION CONSULTING FIRM TO ADVISE THE BOARD COMPENSATION COMMITTEE, OFFICERS, AND AGA LEADERSHIP. COMPENSATION ADJUSTMENTS USUALLY ARE RECOMMENDED BY SUPERVISORS AND APPROVED BY MANAGERS, DIRECTORS AND/OR OFFICERS. ADJUSTMENTS MUST ALSO BE APPROVED BY THE VICE PRESIDENT, TALENT OPERATIONS. OFFICER AND VICE PRESIDENT INDIVIDUAL SALARY ADJUSTMENTS ARE RECOMMENDED TO THE BOARD COMPENSATION COMMITTEE BY THE PRESIDENT & CEO AND MUST BE APPROVED BY THE BOARD COMPENSATION COMMITTEE AFTER REVIEW AND THEN REPORTED TO THE BOARD OF DIRECTORS. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE ORGANIZATION MAKES THE INFORMATION AVAILABLE IN A NUMBER OF WAYS. THE ORGANIZATION'S GOVERNING DOCUMENTS, OFFICERS, BOARD MEMBERS AND MEMBERS ARE AVAILABLE ON AGA'S WEBSITE (WWW.AGA.ORG) UNDER "ABOUT US." THE CONFLICT OF INTEREST STATEMENT IS ALSO AVAILABLE UNDER "ABOUT US." FINANCIAL STATEMENTS ARE REPORTED TO THE ENTIRE BOARD AND OTHERS ON A QUARTERLY BASIS. ANNUAL AUDITED FINANCIAL STATEMENTS ARE PROVIDED TO THE ENTIRE MEMBERSHIP. FINANCIAL, GOVERNANCE AND OTHER INFORMATION CAN ALSO BE OBTAINED FROM THE ASSOCIATION ELECTRONICALLY BY REQUEST UNDER "CONTACT US" ON THE WEBSITE OR BY MAIL. |
| FORM 990, PART XI, LINE 9: | FAS 158 ADJUSTMENT -541,935. |
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