Packaging Machinery Manufacturers Institute

“Pmmi has an executive committee composed of the officers of the institute. The executive committee exercises all of the powers of the board in between meetings of the full board, except as limited by law. The executive committee keeps minutes of its meetings and reports its actions to the full board at the first board meeting following any actions taken.”

“The membership of pmmi is divided into eight (8) classes: charter, general (voting), honorary, supplier, materials, processing, associate, and affiliated supplier. Charter members: all applicants who joined during 1933 were charter members. General members: any legal entity, firm or corporation or subsidiary or division thereof maintaining offices and manufacturing facilities in the united states, canada or mexico shall be eligible for membership in the institute provided: 1. They are engaged in the manufacturing of packaging machinery, or packaging-related converting equipment, or processing machinery as defined in pmmi's bylaws; 2. Have been engaged in this activity in the u.s., canada or mexico for a period of two years prior to application; 3. Have applied for such membership and for all services and privileges of membership and have been elected by the affirmative vote of the majority of the board of directors to such membership; 4. Have agreed to pay all fees, dues, and assessments required to meet the expenses of the institute; and 5. Agree to abide by pmmi's bylaws. Honorary members: any individual who has rendered distinguished service to the institute or to the packaging machinery industry, may be elected to honorary membership in the institute, by the board and by the membership. Supplier members: any legal entity, firm or corporation or subsidiary or division thereof that is engaged in the manufacturing of commercially available packaging machinery components and that is not engaged in the manufacturing of packaging machinery, or packaging-related converting equipment, or processing machinery as defined in the bylaws, may apply for membership in the institute as a supplier member. Materials members: any legal, firm or corporation or subsidiary or division thereof that is engaged in the manufacturing of commerically available packaging materials and containers and that is not engaged in the manufacturing of packaging machinery, or packaging-related converting equipment, or processing machinery as defined in pmmi's bylaws, may apply for membership in the institute as a materials member. Associate member: any legal entity, firm or corporation or subsidiary or division thereof engaged in the manufacturing of packaging machinery or packaging-related converting equipment or processing machinery and that has a presence, as determined by the board of directors, in the united states, canada, or mexico, but does not meet the requirements of general membership, may apply for membership in the institute as an associate member. Affiliated supplier member: any legal entity, firm or corporation or subsidiary or division thereof that is engaged in the provision of services to the packaging or processing industries, but is not engaged in the manufacturing of packaging or processing machinery components, packaging materials or containers, or packaging machinery or packaging-related converting equipment or processing machinery as defined in sections 3(a) and 3(b) of this article, may apply for membership in the institute as an affiliated supplier member.”

“Directors shall be elected by the membership. The election of new directors by members shall be held the first day of the annual meeting. At least twenty days prior to the annual meeting the nominating committee - consisting of the immediate past chairman, who shall serve as the chairman of the nominating committee; chairman of the board; and vice chairman - shall meet to select a slate of candidates to fill any full four (4) year term, or any vacancy for a shorter term should the need arise. In selecting the slate of qualified nominees to be presented to the membership, the nominating committee shall take into consideration the overall company size and geographic make up of the existing board and shall, to the extent practicable, select nominees that will maintain a well-balanced board, reflecting the institute's membership. No executive representative of a member in an affiliated group, as defined in section 3(c) of article ii of these bylaws, shall be eligible for nomination if another member is already a member of the current board. Only one nomination from an affiliated group can be considered by the nominating committee. Ten (10) days prior to the annual meeting, the president shall notify the members in writing of the slate of nominees for the board of directors.”

“Alterations or amendments of these bylaws may be proposed by the board of directors or by petition signed by at least twenty percent (20%) of the general members of the institute. Bylaws may be altered or amended by a majority vote of the general members present and voting at any meeting of the institute at which a quorum is present provided that notice of such alteration or amendment shall have been given to the members in writing not less than fourteen (14) days prior to the date of the meeting at which such matter is to be voted upon. General members may also choose to vote by ballot. Ballots must be received by the vice-chairman, or his or her designee, twenty-four (24) hours before the meeting vote, the board of directors may, on its own authority, effect amendments to these bylaws that are editorial in nature and do not affect the substance of any provision. Honorary pmmi members, as previously described, are initially selected by unanimous vote of the board of directors present at any board meeting, and by two-thirds vote of the members present at a subsequent general membership meeting. The board of directors, as empowered by an affirmative vote of two-thirds of all pmmi members, may suspend or expel a member for cause after providing the member with reasonable notice and opportunity to answer the charges against it and an appropriate hearing. The board of directors shall have power to establish divisions of pmmi under such regulations as may be voted by the membership. The board of directors shall also have power to establish divisions tentatively, subject to ratification by the membership.”

“The pmmi 990 is reviewed by members of the executive committee and appropriate staff persons prior to filing.”

“Pmmi requires annual disclosures by all board members, and such disclosures are reviewed for compliance and to ensure recusal or other appropriate conduct by any conflicted director.”

“The responsibility for assessing the president and ceo's annual performance and determining his annual pay change is that of the executive committee of the board of directors (the committee). The committee uses a combination of goal setting and competencies to evaluate performance. The annual performance cycle is 12 months with two formal meeting each year - performance feedback /planning meeting and a mid cycle review. The performance cycle covers a 12-month period beginning on the employment anniversary date each year. The cycle provides a context for all work-related performance and behavior. The activities that occur within the cycle - planning, observing and reviewing performance, and providing feedback - are ongoing. The president and ceo develops a performance plan which is submitted to the committee for review and approval. The chair of the executive committee (the chair) communicates with the president and ceo periodically throughout the performance period to discuss the organization's results and adjust the plan as necessary. The formal evaluation between the president and ceo and the committee occurs at the end of the annual cycle. The chair is responsible for meeting with the president and ceo to review his performance results after collaboration with the committee. The formal evaluation includes summarizing and documenting the president and ceo's performance over the past 12 months. The committee accesses resources to review the external competiveness of the president/ceo's compensation package in the context of those provided to executives in comparable trade associations based on industry type and annual operating budgets. Data is collected regularly to assess the external competiveness of compensation for the key employee positions. This data includes analyzing job content and benchmarking compensation for similar positions in the various labor markets in which the organization competes for executive talent. This information is utilized to obtain current market pay data across these markets for use in establishing the internal compensation structure. Additional benchmarking data is available to the committee from other sources that have completed a market analysis based on survey results from data from comparable organizations in the trade association industry. Key employees: the responsibility for assessing the annual performance and pay changes for key employees is that of the president and ceo. The process includes a combination of goal setting and competencies to evaluate performance. The performance cycle covers a 12-month period beginning on the employment anniversary date each year. In addition, each calendar year, individual goal setting occurs after the priority goals for the organization have been documented. The goals of the key employees are in support of the overall goals of the organization. Collectively, these two processes provide the context for all work-related performance and behavior. The activities that occur within these cycles - planning, observing and reviewing performance and providing feedback are ongoing. The performance plan for key employees is addressed both in the performance appraisal document and during the goal setting process as appropriate and are reviewed and approved by the ceo. Formal evaluation between the key employees and the president/ceo occurs both at the end of the annual cycle and the calendar year cycle and includes summarizing and documenting the key employees' performance over each 12 month period.”

“Pmmi does not generally make these documents available to the public.”

“Other professional fees 42,188,494.”

“Beg. Na of pes -1,433,332.”

“The process for overseeing the audit of the financial statements and selection of an independent accountant that audited the financial statements has been consistent with prior years.”