Attach to Form 990 or 990-EZ.
Go to www.irs.gov/Form990 for the latest information.
| Return Reference | Explanation |
|---|---|
| Part VI, Line 4 | Refer to Supplemental Information |
| Part VI, Line 7a | The Members of the Centro Unido de Detallistas hold an Annual Assembly where they elect the members of the Board and Directors. |
| Part VI, Line 7b | The Members of the Centro Unido de Detallistas hold an Annual Assembly where they elect the members of the Board and Directors. |
| Part VI, Line 11b | Before filing Form 990 the Finance Committee reviews analyzes and presents its recommendations to the President and members of the Board of Directors at an ordinary meeting for final approval. |
| Part VI, Line 12c | All Officers Directors and Management Officers must comply with the institutional regulations manual. Any type of violation or breach of institutional regulations is presented to the Board of Directors. The members of the board are those who decide by majority vote the sanctions or expulsion from the center as established in the Institutional Regulations Manual. |
| Part VI, Line 15 | The compensation for President Officer and President Elect is evaluated reviewed and approved by the members of the Board of Directors. The Board of Directors is the governmental body that will make the decisions to make final approvals. Compensations for the key employee and other top management are evaluated and recommended by the finance committee and then the President is the one who approved the final decision. |
| Part VI, Line 19 | The organization's website contains a statement that states that governing documents conflict of interest policy financial statements and Form 990 Tax Returns are available for public inspection upon request. |
| Part XII, Line 2c | The Finance and Internal Audit Committees are responsible for supervising the audit. For the election and hiring of the Independent accountant the Finance Committee reviews analyzes and presents its recommendations to the President Officer who approves the final decision. |
| Part XI, Line 9 | | Description:, Explanation:, Amount:| Adjustment in the balance of Net Assets of the previous year., Adjustment in the balance of Net Assets of the previous year., $-9980| |
| Part VI, Line 4 | Explanation Before the filing of Form 990 and the end of 2021 the following amendments to the Bylaws were approved 1 Article 13 Government and Administration Section 13.7 Treasurer Powers and Duties.It will pay all the bills and disbursements that have to be made taking care that all payments are signed by the persons authorized in the Regulations and that the expenses have been previously approved and authorized under the limits established by the President or the Board of Directors according to be the case.2.Article 11 Elections Section 11.7 Requirements to belong to the Board of Directors In the event that the applicant represents a corporation-member the aforementioned documents must be presented both by the corporation and by the individual. In addition the Certificate of Incorporation and a certification that the corporation is active must be presented. 3.Article 11 Elections Section 11.7Requirements to belong to the Board of DirectorsIn the case of the President Elect he must have been a member of the Board of Directors in two consecutive terms that are not less than three years immediately after his application.The person who aspires to this position must have experience in supervision and administration. In addition he must establish his commitment to the institution through responsible participation during the two years prior to his candidacy - in the meetings of the Board of Directors and in that of the Committees to which he has been appointed with attendance at the meetings not less than eightyfive percent 85% and that their absences have been excused by the Board of Directors. Said attendance must be certified by the Secretary of the Board of Directors.4.Article13Governance and Administration Section 13.1 uBoard of Directors Duties and Powersu.Any member of the Board of Directors who attends a meeting but who participates for less than three 3 hours from the time it was called will be considered absent from it as long as they have not been excused for the Board of Directors. 5. Article 11Elections Section: 11 7 Requirements to belong to the Board of Directors D6. Those members of the Board of Directors who aspire to re-election will have to maintain a minimum attendance of eightyfive 85 percent of the meetings of the Board of Directors to which they were summoned and that their absence has been excused by the Board. Said attendance must be certified by the Secretary of the Board of Directors. 6.Article 11 Elections Section 117 Requirements to belong to the Board of Directors. l. If a director submits his resignation to the Board for a greater cause that has not been due to a violation of the Regulations he will have to wait a period of 2 two subsequent years from the date of resignation to be able to apply again as a candidate and comply with all the requirements of this Regulation. m. Applicants or members of the Board of Directors may not establish nor have conflicts benefits or economic interests with the CUD. This position entails complete objectivity voluntariness and fiduciary responsibility towards the CUD above personal interests. Also this requirement will apply to their relatives up to the third degree of consanguinity. 7.Article 14 Administration Board of Directors Section 14.1 MeetingsBoard of Directors:2 The directors may participate with the prior approval of the President in any meeting called by video conference or any technological communication device through which all meeting participants can communicate with each other by video and voice. The principal or persons who intervene in the meeting in this manner will be considered present at the meeting for all purposes. You can only resort to this video conference if there is a major cause that warrants it and that has been approved by the President. Only directors may make use of this mechanism at meetings of the Board of Directors up to a maximum of four 4 meetings in the two 2 terms that remain as Director on the Board. 8.Article 10 Assembly of Members Section 10.1 Power of Assembly:101 The supreme control of the Organization will reside in the Assemblies of Member which will be the governing body of the governance delegated to the Board of Directors be they ordinary or extraordinary assemblies. The agreements made in the Assemblies will be mandatory except for economic and budget matters which will be brought to the Board of Directors and the Finance Committee for their final evaluation if so provided by the Institution's Regulations. The assemblies will be held as provided in the Regulations of the institution following the guidelines of the Manual of Parliamentary Procedures Reece Bothwell of the most recent date. If the member is ninety 90 days after joining on the day of the meeting he can participate in all the deliberations and voting as an owner member with all his rights. 9.Article 14: Administration Board of Directors Section 14.1Meetings - Board of Directors and Executive Committee Add subsection c. c. The President may convene the Executive Committee as many times as necessary due to an emergency or for other matters that cannot wait for the next meeting of the Board of Directors. The Secretary of the Board will render a report to the Board of Directors on the agreements of said meeting. 10.Article 16Regulation Section 16.1Amendments: a. The member will have to send amendments to this Regulation no later than ninety 90 days before the annual meeting of member is held for its analysis by the Board of Directors and its publication. The amendments filed must be of a substantive nature not procedural and be clearly and precisely written specifying all the articles affected by the recommended amendment. Amendments to these Regulations may not be proposed at the Annual Meeting of Members that has been called for this purpose. 11.Article 16: Regulation Section 16.1Amendments: b. The member with the right to speak and vote according to Section 2.2 e may amend alter or eliminate any provision of these Regulations. The amendments will be approved by the vote of the simple majority of the member present at any Annual or Extraordinary Assembly expressly cited for amendments to the regulations. 12.Article 16 Regulation Section 16.2 Suspension of the Rules:This Regulation will not be suspended in any of its parts except when any of them is in conflict with others or violates any of the laws of the Commonwealth of Puerto Rico or the United States of America. In such case the Board of Directors will eliminate the part that is in conflict. If there is a violation of the law said part will be eliminated and in the next Annual Assembly will be informed. 13. Article 3. Membership Honorary President Section 3.2 e Requirements Honorary President: e. The maximum number of Active Honorary Presidents that may belong to the Board of Directors will be 3 after passing the procedure through the Nominations and Elections Committee and the secret ballot of the Board of Directors. 14.Article 11: Elections Section 11.7 Requirements to belong to the Board of Directors h. Change of Article: Article 13 Government and Administration Section 13.1h Board of Directors - Duties and Powers. 15. Article 13 Government and Administration Section 13.1 Board of Directors - Duties and Powers13.1 - d d. Ensure that the President the Treasurer and any other person related to the resources of the institution observe the provisions of the budget and the agreements of the Board of Directors making use of all the powers granted in this regulation and the laws and regulations of the Commonwealth of Puerto Rico and the United States of America. 16 Article 13 Government and Administration Section 13.1 Board of Directors - Duties and Powers13.1 e. Require at any time that the President or the Treasurer prepare or facilitate the financial statements of the institution as well as detailed reports related to any of the economic activities carried out in relation to the United Center. It will be responsible for the acts of the President the Treasurer and any other person who has direct interference over the resources of the institution and will be responsible for the President and the Treasurer complying with the provision of the budget with the Corporations Law and the other laws and regulations of the Commonwealth of Puerto Rico and the United States of America. |
| Part VI, Line 4 | | Explanation:| 17.Article 13: Government and Administration Section 13.1 Board of Directors - Duties and Powers13.1 - j: j. Evaluate the candidates for the awards granted by the United Retailers Center using strict criteria. Among the criteria the contribution of the entrepreneur to the development growth and stability of the micro small and medium merchant will be considered; equally important legislation that has been promoted for these purposes if any. An Awards Committee will be appointed to ensure that the eligibility criteria are met and document their recommendation. The President of the CUD may recommend but the final determination will be made by the Board of Directors. 18.Article 13: Government and Administration Section 13.1 Board of Directors - Duties and Powers 13.1-w: w. Establish the Strategic Plan of the institution and ensure that it is executed by the Administration and the Board. No Work Plan of the President or management of the Administration may go against the current Strategic Plan. 19. Article 13: Government and Administration Section 13.2 h President - Duties and Powers: h. It will submit for the approval of the Board of Directors the names that are to constitute the permanent committees and the other committees deemed necessary. The Permanent Committees of the Board of Directors will be the following: Finance and Budget Committee Rules Committee Ethics and Arbitration Committee Members Committee Convention Activities and Awards Committee Audit Committee Committee of Business Women Strategic Planning Committee Transition Committee. 20.Article 13: Government and Administration Section 13.2 q President - Duties and Powers: q. He will be a member of all the Committees of the Board of Directors except the Nominating Committee. In such committees they will have a voice but not the right to vote. In the Ethics and Arbitration Committee when there is a complaint or conflict in which you are a party you will not be able to participate in said Committee. 21.Article 13: Government and Administration Section 13.3 c President Elect - Duties and Powers: c. He will be a member of all the Committees of the Board of Directors except the Nominating Committee. In such committees they will have a voice but not the right to vote. In the Ethics and Arbitration Committee when there is a complaint or conflict in which you are a party you will not be able to participate in said Committee.22. Article 13: Government and Administration Section 13.4 Vice President - Powers and Duties:He will replace the President or the President-Elect when they cannot fulfill their duties. functions and duties. 23.Article 15: Organization of Corporations Section 15.7 Conflict of Interest: The corporation the Board of Directors the officers and the employees will work ensuring the best interests of the members will not incur in conflicts of interest and will be governed by the regulations of the corporation and these regulations in a supplementary manner. A Conflict of Interest Policy is adopted and how to handle the conflict will be regulated as well as an annual conflict of interest disclosure questionnaire will be circulated to directors and officers of the corporation. Conflict of interest issues will be referred to the Ethics and Arbitration Committee. |
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