| Return Reference | Explanation |
|---|---|
| FORM 990, PART VI, SECTION A, LINE 6 | THE ORGANIZATION HAS TWO TYPES OF MEMBERS; ACTIVE MEMBER FIRMS AND INDIVIDUAL ASSOCIATE MEMBERS. |
| FORM 990, PART VI, SECTION A, LINE 7A | THE OFFICERS AND BOARD OF DIRECTORS ARE ELECTED ANNUALLY BY THE MEMBERSHIP OF THE ORGANIZATION. ONE DIRECTOR OF THE ASSOCIATION IS ELECTED BY THE INDIVIDUAL ASSOCIATE MEMBERS. ALL OTHER ELECTED DIRECTORS OF THE ASSOCIATION ARE ELECTED BY THE MEMBER FIRMS. |
| FORM 990, PART VI, SECTION A, LINE 7B | THE ORGANIZATION'S BY-LAWS MAY BE AMENDED, REPEALED, OR ALTERED, IN WHOLE OR IN PART, BY A MAJORITY VOTE AT ANY DULY CALLED MEETING OF THE MEMBER FIRMS. |
| FORM 990, PART VI, SECTION B, LINE 11B | FORM 990 IS REVIEWED BY THE PRESIDENT AND CHIEF FINANCIAL OFFICER AND PRESENTED TO THE OPERATIONAL OVERSIGHT COMMITTEE BEFORE FILING. THE OPERATIONAL OVERSIGHT COMMITTEE IS COMPRISED OF BOARD OF DIRECTORS' MEMBERS AND REPORTS TO THE FULL BOARD REGARDING FORM 990 MATTERS. |
| FORM 990, PART VI, SECTION B, LINE 12C | THE COUNCIL REQUIRES DIRECTORS AND EMPLOYEES TO DISCLOSE ANNUALLY ANY INTEREST THAT COULD GIVE RISE TO A CONFLICT OF INTEREST AND THESE COMPLETED DOCUMENTS ARE REVIEWED AND RETAINED BY THE ORGANIZATION. ANY MEMBER OF THE BOARD OF DIRECTORS WHO MAY BE INVOLVED IN AN ORGANIZATION BUSINESS TRANSACTION IN WHICH THERE IS A POSSIBLE CONFLICT OF INTEREST PROMPTLY NOTIFIES THE CHAIRMAN. THE DIRECTOR REFRAINS FROM VOTING ON ANY SUCH TRANSACTION, PARTICIPATING IN DELIBERATIONS CONCERNING IT, OR USING PERSONAL INFLUENCE IN ANY WAY IN THE MATTER. THE DIRECTOR'S PRESENCE MAY NOT BE COUNTED IN DETERMINING THE QUORUM FOR ANY VOTE WITH RESPECT TO AN ORGANIZATION BUSINESS TRANSACTION IN WHICH HE OR SHE HAS A POSSIBLE CONFLICT OF INTEREST. FURTHERMORE, THE DIRECTOR, THE BOARD CHAIRMAN OR THE BOARD VICE CHAIRMAN IN THE CHAIRMAN'S ABSENCE, DISCLOSES A POTENTIAL CONFLICT OF INTEREST TO THE OTHER MEMBERS OF THE BOARD BEFORE ANY VOTE ON AN ORGANIZATION BUSINESS TRANSACTION AND SUCH DISCLOSURES ARE RECORDED IN THE BOARD MINUTES OF THE MEETING AT WHICH IT IS MADE. ANY ORGANIZATION BUSINESS TRANSACTION, WHICH INVOLVES A POTENTIAL CONFLICT OF INTEREST WITH A MEMBER OF THE BOARD OF DIRECTORS, HAS TERMS WHICH ARE AT LEAST AS FAIR AND REASONABLE TO THE ORGANIZATION AS THOSE WHICH WOULD OTHERWISE BE AVAILABLE TO THE ORGANIZATION IF IT WERE DEALING WITH AN UNRELATED PARTY. |
| FORM 990, PART VI, SECTION B, LINE 15 | THE COMPENSATION COMMITTEE REVIEWS AND APPROVES COMPENSATION BASED ON CURRENT ENVIRONMENT, COMPETITIVE MARKET, AND THE REPORTS OF COMPENSATION SURVEYS, STUDIES AND OTHER MARKET DATA. THE SVP OF PEOPLE CULTURE DOCUMENTS THE DISCUSSIONS AND DECISIONS THAT HAVE TAKEN PLACE IN THE BOARD COMPENSATION COMMITTEE. DIRECTIVES BASED ON THE DECISIONS MADE ARE SENT TO THE CFO WHO ENSURES THOSE DIRECTIVES ARE CARRIED OUT. THE LAST COMPENSATION REVIEW WAS DONE IN OCTOBER 2024. |
| FORM 990, PART VI, SECTION C, LINE 19 | THE COUNCIL MAKES ITS ANNUAL REPORTS, GOVERNING DOCUMENTS AND FINANCIAL STATEMENTS AVAILABLE TO THE PUBLIC AND ITS MEMBERS, UPON REQUEST FOR THE SAME PERIOD OF DISCLOSURE AS SET FORTH IN SECTION 6104(D). |
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